One of the prerequisites during the training of nursing students is clinical accompaniment by professional nurses, which offers direction and guidance to professional development. Exposure to the Clinical Learning Environment (CLE) affords nursing students with an exclusive background for experiential learning and skills that are rare to be acquired elsewhere. Professional nurses in hospitals and clinics are expected to accompany nursing students in the CLE to assist them in achieving the learning outcomes. However, nursing students at the selected higher education institution indicated dissatisfactions with the conduct of professional nurses during their placement at the CLE. OBJECTIVES: To explore and describe the challenges experienced by the undergraduate nursing students within the CLE in the Capricorn District, Limpopo Province. METHODOLOGY: A qualitative research method was used to explore and describe the challenges experienced by undergraduate nursing students in the CLE in the Capricorn District, Limpopo Province. The population comprised of undergraduate student nurses enrolled for Bachelor of Curationis Degree for the academic year 2017 from the selected higher education institution, with a total number of 258 undergraduate nursing students. Purposive sampling was used to select participants who are more knowledgeable about the problem studied. The third- and fourth-year undergraduate nursing students, who are 122 in total, were selected purposively until data saturation was reached. Four focus group interviews were conducted to collect data. TeschaÌ22́Ơ4́Øs open coding data analysis method was used to analyze data. Ethical considerations and trustworthiness were maintained throughout the study. FINDINGS: Three main themes and sub-themes related to challenges of the undergraduate nursing students within the Clinical Learning Environment emerged, based on the findings of the study namely: Challenges experienced by students; inadequate learning opportunities and Attitudes of professional nurses. These themes further guided the recommendations for the nursing practice, nursing education and for future research. CONCLUSION: A conducive learning environment should be established to enable nursing students to acquire professional knowledge and skills through team-work between nursing education institutions, clinical staff, and multidisciplinary team members. Professional nurses need to support and treat students fairly, irrespective of their educational institution or field of training.