This paper cites reasons to be optimistic and to be concerned about the creative potential of at-risk and disadvantaged students. Reasons for optimism include the wide distribution of creative potential, the significant role played by motivation in creative performances, and the diverse expression of creativity. Reasons for concern include the difficulty in tolerating in the classroom those traits associated with creative potential, such as nonconformity, independence, and persistent questioning. Fourteen specific recommendations are offered. Six of these describe behaviors to avoid (such as relying on verbal materials and rewards; over-emphasizing structure and curricula with predictable outcomes; and suggesting that one's own way of doing something is the best or only way). The other eight recommendations describe objectives and suggestions, such as being explicit with students about how and when to be original, flexible, and independent; working to valuate and appreciate what children find for themselves; and remembering that the best creative thinking is at least partly unpredictable. The conclusion describes why some of the recommendations apply to all students and why several apply most directly to economically disadvantaged students. An eight-page executive summary is included. (Contains approximately 100 references.) (JDD)