ABSTRACT  This study compared the perceptions of low (LR) and high risk (HR) students and students with learning disabilities (LD) enrolled in first year high school foreign language courses on a questionnaire-the Foreign Language Attitude and Perceptions Survey (FLAPS)-designed to elicit responses to questions relating to their foreign language academic history, learning attitudes, and academic skills. LR and HR students were identified by an author-designed screening instrument, foreign language grade, and teacher recommendation. Students with LD were enrolled in special, self-contained sections of a foreign language course. Using a MANOVA procedure, results showed overall significant differences among the three groups on the FLAPS. Individual ANOVA results showed that LR students reported significantly higher estimated grades in the foreign language courses and expressed more positive attitudes about their academic skills than HR andLD students. HR and LD students perceived themselves as lacking the academic skills to master a foreign language, and their attitudes about foreign language learning were generally less positive than the LR group. Differences between HR and LD students were found on only two questions, relating to perceived levels of distractibility and spelling. All three groups expressed positive attitudes about wanting to learn a foreign language. Findings are interpreted in light of the Linguistic Coding Deficit Hypothesis (Sparks, Ganschow, and Pohlman, 48), which speculates that students with foreign language learning problems have underlying but subtle native language learning difficulties, and that affective differences are, most likely, consequences of these native language differences.