Seeking help with academic tasks has been regarded as an important strategy to enhance student learning (Zimmerman & Martinez-Pons, 1986; Newman, 1994; Ryan, Gheen, & Midgley, 1998). Seeking help is conceptualized as student-initiated efforts to secure task information or solicit advice when a deficiency in their understanding of the content exists (Zimmerman & Martinez-Pons, 1986; Newman & Schwager, 1995). A student who engages in help seeking instances is aware of their own academic progress and seeks assistance when there is a deficiency in their understanding of the content. When students use help seeking strategies they can reduce the ambiguity or difficulty of the task thereby improving their mastery of the material. A qualitative phenomenological approach was utilized to understand middle school students help seeking instances during their physical education classes. Ten students (six females and four males) were selected from two middle schools. There ages ranged from 11-13. The students' participated in two semi-structured interviews regarding their help seeking behaviors. Each interview lasted 20 minutes. Students' help seeking instances were observed using an event recording technique for 12 class periods with each lasting forth-five minutes. Frequency counts and field notes were collected for each of the class periods. Constant comparative analysis was used to analyze the interview data and descriptive statistics were used to analyze the observational data. Results from the interview data showed students would seek help to clarify or enhance understanding of an activity or to get a good grade and cited reluctance to seek help due to their desire for independent mastery or the perceived risk of embarrassment in front of their peers. The results from the observational data indicated a significant difference between genders, U = 1.5, p > .05, (boys =11.50; girls = 43.50) with girls seeking help from teachers or other students more frequently than boys. In conclusion, students who use help seeking strategies are more likely to focus on their own progress during learning, have a higher self-efficacy, and are less reluctant to not seek help when it is needed. Teachers can assist students to utilize help seeking strategies by creating a learner orientated environment. Teachers can also assist students by viewing help seeking not as an academic weakness but as a means to understand an activity by providing opportunities for students to seek help. Keyword(s): middle school issues