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In this paper I hope to make some small contribution to the growing body of theory regarding emotional components in learning disability. My observations are based upon experience with children most frequently brought to me for psychotherapeutic help. They come largely from a middle-class background. They have no severe physical impairments which might have impeded learning and generated an understandable aversion to the classroom. They are of average or better intelligence and usually exhibit no gross psychopathology such as autism or pseudo-retardation. The boys outnumber the girls by a wide margin, a fact which, in my opinion, has not yet been satisfactorily explained in the literature on underachievement. The chances are that the type of child of which I speak has provided sporadic evidence of intellectual capacity in the form of occasional academic successes. Usually, too, he shows himself quite capable of learning outside the classroom; only he chooses the time, the place and the subject matter. Depending on his particular line of interest, he may cite the exact batting averages of hordes of baseball players, or lecture entertainingly on some abstruse aspects of stamp collecting, or discuss world affairs with surprising acumen. In the classroom itself, however, he is either overtly defiant, or passively resistive behind an exterior of posed compliance, or simply diffident and inclined to daydreaming. Whatever his outward behavior, he tenaciously refuses to avail himself of the opportunities afforded by formal education. And in so