It is well documented that perinatally HIV-infected children experience difficulty in learning as well as behavioral and social problems in the school setting. While the research is mixed on the effect of the HIV virus on behavioral and social problems, it is much clearer on the effect of this virus on learning. This exploratory study identifies HIV-related medical, academically based, behavioral, and affective/social factors associated with the academic achievement of nine primarily African-American perinatally HIV-infected elementary and middle school children in a rural county in North Carolina. Bivariate analysis found affective/social (peer pressure), behavioral (disruptive behavior), and academically-based (low grades and poor study habits) factors to be associated with the academic achievement of these children--failure to pass End-of-Grade Tests in both Reading and Mathematics. Low grades were more strongly associated with this failure. HIV-related medical factors (T4 cell count and viral load) were not associated with low grades, whereas academically-based (poor study habits), behavioral (disruptive behavior), and affective/social (peer pressure) factors were associated with them. It was concluded in this exploratory study, therefore, that rather than school professionals addressing strictly the HIV virus with pharmacological drugs as a means to improve low education performance, it would be more effective to devise an education-based behavioral modification plan to change the dynamics of perinatally HIV-infected children's peer group toward them. (Contains 3 tables.)