Researchers interested in developing motivational climates to improve student learning in physical education advocate for teachers to establish a task-involving motivational climate (Duda, 1996). Students who are more task-oriented are believed to persist longer, accept more challenges, and pursue positive or adaptive behaviors in the physical education setting, and task-involving manipulated motivational climates in physical education have been shown to positively influence students' task orientations (Todorovich & Curtner-Smith 2002, 2003). However, little is known about what teachers experience as they attempt to manipulate the motivational climate. The purpose of the present study was to describe the perceived barriers and facilitators experienced by one teacher as she worked to establish a task-involving motivational climate in her physical education class. Prior to the study, the participant received approximately five hours of training on how to establish a task-involving motivational climate. Then, the teacher taught a four week “ultimate” unit to sixth grade students while attempting to establish the task-involving motivational climate. Data collection consisted of observing the teacher throughout the entire unit while taking copious notes and conducting formal and informal interviews regarding her experiences as she attempted to establish the task-involving motivational climate. Observation notes and transcribed interviews were analyzed using constant comparison (Patton, 2002) to derive categories and themes to reveal the barriers and facilitators to establishing the motivational climate the teacher experienced. Findings revealed that the teacher perceived (a) administrative expectations, (b) the school grading structure, (c) students' past experiences and expectations, and (d) other teachers' subjective evaluation of her teaching as barriers to establishing a task-involving climate. Conversely, the findings revealed that (a) a determination to succeed, (b) extensive training, (c) student engagement, (d) positive feelings expressed by “less skilled” students, and (e) perceived individual control over teaching approach as facilitators for establishing the task-involving motivational climate.Keyword(s): physical education PK-12, professional preparation, research