THIS PAPER IS A REPORT OF AN EXPLORATORY STUDY OF THE APPLICABILITY OF A 3-LEVEL THEORY OF LEARNING WHEN USED AS A FRAMEWORK FOR EMOTIONAL-SOCIAL LEARNING. SOCIALLY HOSTILE PRESCHOOL CHILDREN WERE TO BE PLEASURABLY REINFORCED FOR DESIRABLE ACTIVITIES, HELPED TO SEE THE RELATIONSHIP BETWEEN THE PLEASURE AND THE ACTIVITIES, AND FINALLY TO SEE THEMSELVES AS THE KIND OF A PERSON WHO OPERATES IN A DESIRABLE MANNER. CASE STUDIES OF PRELIMINARY WORK WITH FIVE CHILDREN ARE PRESENTED. RESULTS INDICATE THAT THE PROGRAM WAS A PROBABLE, BUT UNPROVEN SUCCESS AND THAT THE IDEAS ARE WORTHY OF FURTHER RESEARCH. (RS)