This study dealt with the interests of achieving and underachieving high school students; its impetus came from the research which states that regular classroom methods and materials do not adequately build upon the previous knowledge, experiences and interests of the underachieving student. Assuming that our teaching methods must incorporate alternative approaches to the design of instruction, first by tapping the interests of students at risk, and then by systematically imbedding those interests in instruction, this study sought to compare the interests of a group of high school underachievers with a group of high school achievers. The study was conducted in a large inner city high school, and was comprised of 67, ninth and tenth graders. Half of the sample was among 108 students who had been advised to enroll in the Humanities Course, a course specifically designed for students who read and/or write at least two years below grade level. The other half of the sample was randomly selected from five average ninth and tenth grade social studies or literature classes. Subjects in the two groups were matched as closely as possible in age, race, sex, IQ, and socioeconomic status. Quantitative data was elicited from the Estes Attitude Scales which assessed likes and dislikes toward the content areas English, mathematics, reading, science and social studies and the Wide Range Interest and Opinion Test (WRIOT) which assessed interest and attitudes towards many areas and levels of human activity. Qualitative data were elicited from the informal interest inventory which attempted to probe a variety of indicators of interest. A two-way analysis of variance was used to analyze the interval data, and a Chi square procedure was used to analyze the nominal data. Significant differences were found between achievement groups in four areas of interest. Achieving students showed significantly more interest than underachieving students in life activities that involved music, drama, individual needs and comforts, and persons of their own sex. No significant differences were found between achievement groups in attitudes towards academic subjects. The overall results indicated that despite differences in achievement level and other student characteristics, achieving and underachieving students' interests and attitudes were remarkably similar. An analysis of adolescent interests in general, however, revealed clear preferences for social rather than academic pursuits and, furthermore, that adolescents, regardless of high achievement, feel relatively neutral about academic subjects and school in general. These findings suggests that school learning is not an interesting or enjoyable activity for many adolescents, but merely part of a necessary process: a means to an end.