This paper examines some personal and interpersonal issues concerning group work and informal learning in the music classroom. It analyses data from a recent research project, which adopted and adapted the informal music learning practices of popular musicians, for use in the classroom. The discussion focuses on three aspects of the project. Firstly, it considers the issue of group cooperation, or the ways in which pupils interacted to organise their learning in small groups. This includes various approaches, identified as 'group learning', 'peer-directed learning' and 'leadership'. Secondly, the paper addresses the topic of inclusion in relation to how individuals with differing needs and experiences were able to respond to the project, and the extent to which the learning practices allowed differentiation. Thirdly, weaving through the first two strands, the paper examines the inclusion of pupils who had been identified by their teachers as disaffected. This involves considering the roles of imaginative play and personal identity in the music classroom, with relation to both music's cultural delineations and its sonic properties. (Contains 2 notes.)