The reasons why people study foreign languages vary tremendously. Some are intrinsically, while others depended on extrinsic reward to begin their study. Past studies have shown that foreign language learners have display different types of fear throughout the learning process. Nevertheless, sometimes, the negative factors that cause their fear can sometimes be overcome by the positive factors that made them stayed on to the classes. This study is done to investigate the balance between the negative and positive factors that learners faced throughout their learning of foreign languages. 199 respondents who signed up for different types of foreign language courses in a public university in Malaysia. They responded to a survey with 49 items using 5 Likert scales. Findings revealed that the negative factors that hinder their learning are often offset by their positive factors and that made them stayed on. Findings feared most “negative evaluation” and “test”. However, findings also showed their intrinsic positive motivation made them stay on.