The problem underlying this research is the students mathematical disposition and critical thinking ability in the learning processare low. One of the alternative learnings that can be applied to improve the students mathematical disposition and criticalthinking ability is PQ4R Strategy. This study aims to determine whether a mathematical disposition and the students criticalthinking ability increased after learning by using PQ4R Strategy, as well as to determine the students' response to learning byusing PQ4R strategy. The method used in this research is the Classroom Action Research (CAR), with the cycle of planning,action, observation, and reflection. As for the instruments which are used in collecting the data consisted of observation sheets,formative tests, questionnaires, and field notes. In this research, we can obtain a qualitative and quantitative data. Based onthe analysis of the results of formative test, the students critical thinking ability after learning by using PQ4R strategy increased,as well as based on the analysis of the questionnaire, the mathematical disposition after learning by using PQ4R strategyincreased and the students respond positively to the learning of mathematics using PQ4R strategy