This paper focuses on the elements of brain-compatible learning theory and instruction, noting its significance for students with developmental disabilities. The paper proposes a learning program for children (with and without disabilities) which is "brain-compatible," defined as "absence of threat." Eight elements are seen as critical in implementing a brain-compatible learning theory, and a variety of teaching principles are offered to support the first five elements. The eight elements are: (1) trust (suggestions cover ways to build classroom trust); (2) choices (ways to encourage authentic achievement in students); (3) meaningful content (ways to integrate the curriculum and maximize real world experiences); (4) adequate time (ways to help students construct meaningful schema and meet individual needs); (5) enriched environment (ways to design an enriched but focused classroom); (6) collaboration; (7) immediate feedback; and (8) mastery. (Contains 14 references.) (DB)