Most hospitalized children will experience physical pain as well as psychological distress. Preschool children's pain perception related to painful procedures can increase due to elevated anxiety and fear because they do not have understanding logical of their disease and hospitalization. In particular, they are distressed about needle - related procedures which are feared because they are seen to be a cause of bodily damage. This descriptive study attempted to identify pain perception levels in preschool children and their mothers. A self-reporting measurement and behavioral observation were used to collect the data. A total of 25 hospitalized preschool children and their mothers were investigated and data were collected about 60 painful procedures. Data collection was carried out by the researcher and two trained investigators from November first to December tenth. Three insruments were used to collect the data : Faces Pain Rating Scale(FPRS) developed by Beyer was used to measure the degree of preschool children's pain perception about painful procedures. The Visual Analogue Scale(VAS) devised by Huskisson was used to assess the degree of mothers' pain perception about their children's painful procedures. A Pain Behavioral Checklist based on the Procedure Behavior Check List by LeBaron and Zelter and modified by the researcher was used to observe behaviors of preschool children, their mothers, and nurses when the painful procedures took place. The data were analyzed by an SPSS program, and were tested using real numbers, percentages, Pearson correlation coefficient, t-test, and ANOVA. The results of this study are as follows : 1. Of all the painful procedures, the mean score for the FPRS for the preschool children's pain perception was 4.02 points, and the mean score for the VAS of mothers' pain perception was 10.92 points. 2. A Positive correlation which was statistically significant was found between the pain perception of preschool children and their mothers (r＝.53, p＜.01). that is, the higher the children's pain perception was, the higher their mothers' pain perception was. 3. The characteristics of the painful procedures related with children's pain perception as follows : The type of painful procedure was found to be statistically significant (F＝23.44, p＜.01), Among the three procedures Ⅳ starting was found to be perceived as the most painful procedures to the children. The greater the number of times that the procedure had been done, the higher the pain perception was (F＝4.44, p＜.01), and the longer the duration of the procedure, the higher the pain perception wa(r＝.30, p＜.05). Pain perception in the treatment room was higher than in the children's room(t＝6.30, ＜.01), pain perception in the mother's presence was the higher than when the mother was not present (t＝2.91, p＜.01). 4. The characteristics of the painful procedures related with the mothers' pain perception as follows : The type of painful procedure was found to be statistically significant(F＝6.01, p＜.01). Among the three procedures Ⅳ sampling was found to be perceived as the most painful procedures to the mothers. The greater the number of times that the procedure had been done, the higher the pain perception was (F＝5.95, p＜.01), and the longer the duration of the procedure, the higher the pain perception was (r＝.31, p＜.05). Pain perception in the treatment room was higher than in the children's room (t＝3.51, p＜.01), but pain perception in the mother's presence showed statistically significant no difference. 5. Of all of the 19 children's behaviors during the painful procedures, the most frequent behaviors observed Were as follows in order of frequency “crying”, “screamirig”, “facial grimacing”, “physical resistance”, Of all of the nine methers' behaviors, the most frequent by observed in “console children”, “hold children”, “applaud children”, Of all of the 11 nurses' behaviors during the painful procedures, the mast frequent in order were “smiling”, “physical restraint”, “console children”, “praise children”. 6. A positive correlation between children's and mothers' pain perception and children's behaviors was found to be statistically significant (r＝.65, p＜.01, r＝67, p＜.01). Also the relationship between children's and mothers' pain percertion, and mothers' behavior was found to be statistically significant (r＝.57, p＜. 01, 4＝.60, p＜.01). The relationship between children's pain perception and nurses' behaviors was also found to be statistically significant (r＝.46, p＜.01), but there was difference between mothers' pain perception and nurses' behaviors.