A Chinese proverb suggests "Tell me and I'll forget; show me and I may remember; involve me and I'll understand." How to involve or engage today's learner is at the forefront of much educational research and was the impetus for the study reported herein. This study explored the perceptions of Year 4/5 students from nine separate schools in Western Australia about the use of the Handheld Game Console (HGC) Nintendo DS to develop mental mathematics skills. It revealed that students perceived the use of the HGCs as both fun and engaging. Further, students identified that they were challenged, developed strategies for success and made independent choices during these classes. These discussions are presented as a framework of factors that impacted on the participating students' self-improvement, self-determination and self-esteem. (Contains 3 figures.)