Previous studies in secondary schools in disadvantaged areas have shown that learning intentions and behaviour in lessons could be predicted from factors related to the classroom context, such as prior learning behaviour and self efficacy judgements. However, attitudes and perceived pressures do not predict intentions and behaviour. In addition to investigating these relationships in an independent girls' school, this study also explored the significance of goal orientation and perceived learning environment for learning intentions and behaviour. Seventy pupils aged 12-14 years from two age groups, each with two ability groups, took part in a repeated measures study during maths lessons over 7 weeks. The results confirmed that attitudes and subjective norm did not predict intention and learning behaviour. Past learning behaviour related predictively to lesson behaviour and self efficacy judgements about being able to engage in learning behaviours. Self efficacy, which was itself predicted by perceptions of class cohesion and reports of goal orientation, was the best predictor of learning intentions, which was in turn the only predictor of learning behaviour. The results are discussed in terms of the possible significance of learning attitudes when there is subject choice. They also point to the need for further study of the relationships between perceived learning environment, self efficacy and learning intentions.It is commonly believed by educators that positive pupil attitudes to learning promote school progress and attainment, yet research has consistently found weak relationships between attitudes and attainment (Assessment of Performance Unit, 1981;Norwich & Jaeger, 1989). In discussing this research, Schibeci (1984) has pointed to the methodological weaknesses of not considering the relationships between multiple variables and the use of attitude measures of doubtful quality; he has also highlighted the weak theoretical frameworks informing such research. It has also been suggested that the significance of positive attitudes to learning specific subjects is in influencing the