The social context in which instruction takes place dramatically affects individual learning, particularly for female and minority students. Social context refers to the understandings and expectations that teachers and students use to make sense of each other's behavior. It is hypothesized that some students fail because learning, as presented by their teachers, does not make sense. Teachers and students from different ethnic groups bring to the classroom diverse cultural expectations about school, what is to be accomplished, and how it is to be done. Class and gender also create cultural expectations that vary within and across ethnic groups. Power and status outside of school affect the social context for learning. Theorists claim that minority children are not as successful as other children in school because years of discrimination and oppression teach them that working hard is futile. Teachers can shape the social context of their classrooms by: (1) acknowledging the effects of cultural expectations on learning; (2) using cooperative learning techniques; (3) working cooperatively with adults who share the cultural heritage of their students; (4) teaching students the cultural rules that define success; (5) insisting that all students become bicultural or multicultural; and (6) preventing information about cultural expectations from becoming another set of stereotypes by which to label students. This paper contains 16 references. (KS)