The concept of caring is reported to be an important factor in the teacher-student relationship (Noddings, 1992, 2002; Rogers & Webb, 1991, Rogers, 1994). Research in the educational setting has emerged in order to bridge the plethora of theoretical writings on this concept with practical implications. Researchers have explored caring in physical education regarding experienced teachers (Larson & Silverman, 2005) and urban high school students (Ding, Wright, & Li, 2006). Given that physical education provides inherent opportunities for teachers to demonstrate caring behaviors (Larson & Silverman, 2005), an expansion of the research by exploring the perceptions of students in physical education may assist physical educators in the identification of caring behaviors that provide a positive influence on students' physical education experiences. The purpose of this study was to gain insights into students' perceptions of their physical education teachers' caring behaviors within a middle school setting. The researcher utilized multiple methods of data collection to conduct this qualitative research study including: pre- and post-interview field observations, formal semi-structured interviews, and informal interviews with participants after class to clarify observations. Twelve eighth-grade students (6 male, 6 female) participated in this study. During the pre-interview observations, the researcher identified two male and two female students in one of three skill categories: low-skill, average-skill, and high-skill; based on specific criteria developed by the researcher. A methodological triangulation among interview data and multiple field observations allowed the data sources to be cross-checked and analyzed by constant comparative analysis for common themes providing quotes and interpretations from the data sources. The results indicated that multiple opportunities existed for the physical education teachers to demonstrate caring behaviors toward their students. The students described their perceptions of physical education teachers' caring along dimensions of content and pedagogy and interpersonal relationships (Ferreira & Bosworth, 2001). The researcher determined factors existed that facilitated and presented barriers to the caring process. Facilitators of caring in physical education included the nature of the class, flexibility in teacher expectations, and class activities. Barriers to caring were revealed as length of time with the teacher, role of the teacher/coach, and class size. Furthermore, physical education teachers' caring was determined to be a positive factor in students' attitudes toward physical education and their participation in physical education class. The results did not indicate a clear pattern of responses based on the skill level of each participant. Directions for future research are discussed. Keyword(s): middle school issues, physical education PK-12