Peer groups play an important role in many aspects of children's academic and socioemotional school adjustment (Asher, Parkhurst, Hymel & Williams 1990; Ladd & Price 1987; Birch & Ladd 1997). Firstly, children's development in school is generally affected by the social context, where the learning process occurs; peer groups have an important role in school motivation (Laine, Salonen, Lepola & Neitola 2004). Secondly, the influence that peers have can be seen in academic achievement and progression. Children seem to spend much time with those children, whose classroom behavior conforms to their own behavior. Group, on the other hand, has an important saying in how active an individual child is during learning lessons and this affects the child's proceedings in learning. (Kindermann 1993.) Finally, important aspects of social functioning, such as coping strategies or social perception, that predict the child's status in the peer group, may also prevail in the child's learning behavior (Wentzel & Asher 1995). A learning situation can be seen as a social interaction process, where the teacher, the child and the learning task have a triadic relationship (Olkinuora & Salonen 1992; Lehtinen et al. 1995; Salonen et al. 1998; Lepola et al. 2003). Learning, as a constructive process, is subordinate to a larger, goal-activity system of the student (Lehtinen et al. 1995). Thus, one might suspect, that children have unique ways of orientating themselves to different kinds of social situations and that a child's functioning in the peer group may be linked to his/her performance in other areas of social interaction, including learning situations. In this way of thinking, children who withdraw themselves from the interaction with their peers, may also use the same strategies in the classroom. Particularly important is the transition from preschool to first grade, where children form perceptions of themselves, both as learners and as social human beings. Therefore, this paper tries to examine this crucial period in children's lives. This study is part of a larger project Origins of Exclusion in Early Childhood, which was funded by the Academy of Finland in 2001-2003. The purpose of this paper is to explore and to describe socially withdrawn children's teacher-rated motivational orientations during learning lessons. The subjects were selected from the research project Origins of Exclusion in Early Childhood (N = 179). Social withdrawal was examined through child interviews. Children's motivational behavior was assessed using a questionnaire with 5-point Likert scales (ranging from 1 = almost never to 5 = almost always). Motivation was studied in the concept of task oriented, social dependant and ego- defensive orientations (Lepola et al. 2003). The measurements took place in spring 2002 (preschool) and 2003 (school). Keywords: Social withdrawal, peer groups, motivation.