This article reports an empirical study aiming to investigate students' use of mathematics textbooks in Shanghai and England, with a comparative perspective. The study used mixed methods to collect the data through student questionnaire, student focus group interview and classroom observation. 161 Shanghai seventh- and eighth-grade students and 206 England year-seven and -eight students participated in the study. The results indicated that there existed considerable differences between Shanghai and England with respect to the roles that textbooks as curriculum resources play in students' learning of mathematics. While Shanghai students relied heavily on textbooks and used them in various situations, had a strong sense of self-regulation behind the use, and thought highly of textbooks in their learning of mathematics, English students seldom incorporated textbooks in their learning of mathematics, used them mainly depending on teachers' instructions, and held a relatively critical view of textbooks. The article also offered explanations and discussed the implications of the results concerning the teaching and learning of mathematics.