It was hypothesized that nonverbal auditory-visual processing skills relevant to reading could be investigated through a music program structured to parallel the verbal decoding process. The current investigation consisted of three endeavors: the development of a nonverbal reading prototype (through the application of music); the development of a nonverbal auditory-visual instructional program (based upon the reading prototype); and an examination of the differences between poor and good readers in learning the instructional program (with particular attention directed toward specifying the auditory-visual processing difficulties experienced by poor readers). Twenty second grade students in a Watertown, Massachusetts public school participated in this study. Results indicated that auditory processing skills of a sequential nature may be of critical importance to reading competence, and encourage extended applications of music as a culture-free educational medium. (Author)