Many of the reasons offered for the difference between boys and girls in certain kinds of cognitive tasks have been attributed to biology. However, other factors need to be considered, and so the role that motivation and learning play in gender differences is addressed in this paper. The focus rests on gender differences, both in the individual factors affecting self-regulatory learning activity, and in the relations among these factors. A dispositional approach to motivation was adopted in order to examine individual differences at a general level. Self-report measures assessing goal orientations, control beliefs, self-esteem, and learning strategy use were administered to 628 seventh-grade students. The findings were consistent with previous research in that boys' and girls' motivational-cognitive profiles were slightly different. Boys were more inclined to performance goals and they reported using more superficial learning strategies (e.g., rote-learning and detail memorizing) than girls. The results also suggest that students' motivational orientations and the underlying mechanisms might differ as a function of gender. These findings have implications for research on self-regulated learning in general and gender differences in particular. (Contains 50 references.) (RJM)