This paper describes a course aimed at mature age students who are lacking in basic mathematical skills and who are anxious about mathematics but who are required to do a service course in statistics. The course aims to improve basic skills and attitudes to mathematics and, in addition, to move students from a rule-based approach to mathematics and statistics to a more flexible one. Flexibility in mathematical thinking is required if students at a later stage are to be able to consider and assess the relative merits of different ways of analysing batches of data. Basic skills and attitudes both before and after the course have been measured using an author-prepared test for the former and an attitude to mathematics [Fennema] test for the latter. Mathematical thinking has been measured by using material based on the SOLO (Structure of the Learned Outcome) taxonomy. There has been some evidence of a change in basic skills and attitudes to mathematics over the duration of the course, but to date there has not been an accompanying change in the level of mathematical thinking.