This pamphlet is concerned with achievement motivation. Motives refers to a fairly stable set of personality characteristics which constitute a disposition to strive for certain kinds of satisfaction. The achievement motive is the disposition to strive for success. Two other motives are discussed, affiliation and influence motives. Operant versus respondent motivation is discussed. Individuals who are achievement motivated as well as those who are failure oriented are discussed. The measurement of achievment motivation is presented with reference made to the work of Dr. David McClelland and others. McClelland's work is discussed in relation to the proposition that since motives are learned they can be modified. The last section of the pamphlet is concerned with achievement motivation in the classroom. The characteristics of an achievement motivation environment are presented. The concluding section is concerned with a brief description of the achieving society. The research reported herein was funded under Title III of the Elementary and Secondary Education Act. (KJ)