This article discusses how one special school for pupils with moderate-learning difficulties reflects themes in the literature on pupil motivation. It aims to highlight good practice and is based on reflections from prolonged working with the school as an advisory teacher, illustrated with teacher, pupil and parent comments from Y6 Education Health Care Plans and Y7 annual review documents (n = 23) and from OFSTED reports. It beings by exploring the origins and influences on pupil motivation, identifying the differences between intrinsic and extrinsic motivation and examining motivational traits and attributions within individuals. It then discusses the motivational influences of the social and learning contexts of the school: organisation, curriculum and pedagogy, and goals and rewards. Throughout, school-specific observations are related to and discussed alongside themes in the literature. Motivation is commonly defined in quantitative terms that describe the intensity, direction and duration of behaviour and effort. It is the qualitative aspects of how motivation is aroused and maintained that are germane to this paper.