Pregnancy is a unique process that occurs in women that involves physical-psychological changes. Well preparation in pregnancy gives a positive impact for mothers in new role to achieve the welfare of the mother and fetus. The purpose of this research is to describing the psychological changes in  rst trimester pregnant women at Kembaran II Health Center,Banyumas. The research method used qualitative approach with explorative design. The main subject of this research is 8 pregnant women. Supporter subject is her husband and 4 midwifes in this area. Determining subject of this research used purposive sampling. Collecting data used direct interview with interview guide. Analysis used technical analysis with interactive model of Milles and Huberman. The research found pregnant women in  rst trimester of pregnancy showed physiological changes. They felt happiness and sadness at the same time with her pregnancy. Happiness reaction based on information indeed planned pregnant diagnosis. They expressed happiness by gived information to family about their pregnancy, told her best hope for fetus in their womb and normal labour process. In the  rst trimester they expressed sad reaction because of her pregnancy. This situation caused by physical changes, discomfort due to pregnancy, new role adaptation as parent and their family income. It can be concluded that a mother during early pregnancy emotional changes with respect to hormonal ,physical and role changes.