Auditory processing disorder (APD) describes a mixed and poorly understood listening problem characterised by poor speech perception, especially in challenging environments. APD may include an inherited component, and this may be major, but studies reviewed here of children with long-term otitis media with effusion (OME) provide strong evidence for changes in auditory processing acquired through altered experience (deprivation) and brain plasticity. Whether inherited or acquired, it is suggested that APD may be reversed by active learning. Training tunes both bottom-up and top-down neural mechanisms, some that are specific to the trained stimulus and some that reflect more generalised arousal. APD and its treatment therefore provide examples of brain plasticity working either in a negative or in a positive way to modulate listening. Learning outcomes: (1) Readers will be able to discuss APD in the context of inheritance and experience. (2) Readers will be able to explain how OME has been shown to alter auditory processing. (3) Readers will be able to list examples of good and bad brain plasticity. (4) Readers will be able to explain what auditory learning is, list some of its properties, and provide examples of its application in therapy for communication disorders.