Despite receiving an unprecedented level of government funding to ensure young people have two hours of high quality physical education (PE) and sport, physical educators in the UK continue to decry poor motivation levels and disengaged youth in PE. The major purpose of this paper is to achieve a greater understanding of the factors that motivate young girls' engagement in PE. Throughout this paper we foreground the perspectives of 13 white pre-adolescent girls through an ecological analysis of naturally occurring talk and interviews with pupils in year 7 (aged 11 to 12 years) of a suburban town in the UK Midlands. The discussion that follows attempts to provide new vantage points for contemplating what motivates pre-adolescent girls' engagement in PE. This paper examines the ways that this group of girls position themselves around available discourses in a wider physical and popular culture. (Contains 4 notes.)