The purpose of this research is to determine the influence of leadership behavior on employees motivation; to determine the influence of work environment on employees motivation; and to determine the influence of leadership behavior and work environment to employees motivation at PT Astra International Tbk-HSO Sales Office Gajahmada Semarang. The methods of collection the data were observation, study literatures, and questionnaires. The population for this research is 106 are people employees of Astra Honda Motor with the sample of 52 employees that used Slovin’s formula. The result of the calculation of regression obtained Y = 6.350 + 0.796X1 + 0.664X2. It means that result of regression gave positive influence on employees motivation. The influence of leadership behavior on employees motivation was greater than the work environment. Then, t value of leadership behavior is 4.415 (bigger than ttable 1.675) and signification value is 0.000 (less then 0.05), it means that leadership behavior had a positive and significant effect to employees motivation. Work environment also have a positive and significant effect to employees motivation with t value about 4.698 and signification value is 0.000. F value was 20.675 (bigger than Ftabel 3.18) and signification value was 0.00 (less than 0.05), it means that leadership behavior and work environment have a positive and significant effect to employees motivation. The coefficient determination (adjuster R Square) was 0.436. It means that the employees motivation was influenced by leadership behavior and work environment. While the rest of 56.4% was influenced by other factors.