This is a position paper which deals with learning and reading difficulties of students in urban schools. The program upon which this paper is based is a learning and reading readiness classroom system that uses the Informational Process Model. This system acts as the basic construct for matching learners' needs based on the assessment data, with the therapeutic materials organized around educational strategies which are based on the best current synthesized knowledge available on how children learn. A major purpose of the paper is to demonstrate and support by empirical data, that urban schools, as presently organized and administered, contribute to urban students' failure process. The setting for this project was within the largest urban school district in New Jersey. The community consisted of low socioeconomic groups of blacks, Puerto Ricans and working class whites. The students involved in all six schools were taken from kindergarten through second grade, with one more grade level (3rd) added in the last year of the program. This 6 year longitudinal study involved over 900 students. Large bodies of observational data and qualitative check lists were used by staff. The collected data indicated that the project was successful as significant changes occurred in the performance of participating pupils. (Author/AM)