Math attitudes are related to achievement, yet we do not know how the brain supports changes in math attitudes. 51 children (54.9% female, 45.1% male; 37.3% White, 33.3% Black, 11.8% Latino, 5.9% Asian, 11.8% Other) solved a multiplication task inside the scanner when they were approximately 11 (time 1; T1) and 13 (time 2; T2) years old (i.e., mean age). Results revealed clusters in the left middle to superior temporal gyri at T1 associated with math attitudes at T1 and with their longitudinal improvement. However, changes in attitudes were not associated with brain changes over time. These findings suggest that relying on the storage of arithmetic facts, involved in memory retrieval, explains the development of positive math attitudes.