Abstract: This study is focused at understanding what is motivating children towards learning in a religious Jewish school? This particular context has the distinctive feature of a dual curriculum, namely the National Curriculum and a Jewish Studies curriculum. Given the span of learning which takes place in this educational context the researcher was interested to explore the motivational forces apparent in the school as perceived by school staff and children with relation to both curricula. A further interest was to explore whether 'learning' situated in a distinctive value-based context couched in a set of religious beliefs would impact on children's motivational orientations towards learning. Despite the numerous motivational theories which have developed and been applied to educational contexts over the last fifty years, the school researched is situated as part of a closed community where no significant research has taken place. Given the unique features of this educational setting the research has been conducted in a context-specific way. Framed in Constructivist Grounded Theory methodology (Charmaz 2006) the researcher has collected and analysed data, and being part of this community has been able to organise and interpret the generated themes underlying the motivational orientations which are dynamic in this community. Consistent with Grounded Theory methodology the theoretical framework was constructed through a rigorous analysis and organisation of data in a bottom-up way which lead to the following formulation: 'In the context of a religious Jewish school, learning is reinforced at every level as being of ultimate value'. This grounded theory was further broken down in terms of understanding its psychological underpinnings, drawing from social learning theory, ecosystemic perspective and moral psychology. This was further unpicked in terms of the Jewish literature pertaining to motivation and learning and in particular to its emphasis on the notion of respect to significant others and its impact on children's adaptation to cultural and religious influences. Apart from the fact that children are motivated towards learning in individual ways, this study highlights the impact of societal and systemic influences on motivational orientations towards learning. Although this has been demonstrated in a particular context, the researcher advocates the position that any school by virtue of being a social context will have environmental influences operating at a systemic level. Therefore, the findings generated from this study are shown to be generalisable to other educational contexts as well. Following the call of the Every Child Matters (2003) agenda, to improve the five major outcomes for children, it is fundamentally important to ensure that children are motivated to learn. It is hoped that this study which can be considered as a preliminary study of 'the influence of social processes on motivation' will be replicated across respective communities and educational contexts to demonstrate what the impact of these social processes are and how children's engagement and motivation towards learning can be enhanced.