The purpose of this research was to observe the independent learning behaviors of preadolescent students who experienced the Problem Approach, an instructional approach intended to help students develop independent learning behaviors and improved thinking skills. A behavior observation checklist, divided into the categories of Questioning, Managing, Planning, and Evaluating, was used to record the frequency, the directionality (initiates versus responds), and the social contexts of independent learning behaviors. A single case experimental design with four parallel applications was used. The subjects were four sixth grade students (boy and girl middle achievement level; boy and girl low achievement level). The research was conducted in the students' reading class where the subjects, along with all the other members of the class, participated in the Problem Approach. A team of trained observers collected focused observation data for ten weeks, which included pre-treatment, treatment, and post-treatment. Upon completion of the observations, the data were analyzed. Visual inspection of graphed data, as well as the sign test and the binomial test, clearly revealed large increases of independent learning behavior during treatment compared to pre-treatment and post -treatment. The high level s of independent learning behaviors during treatment, however , were not maintained during post-treatment. In Questioning, Managing , and Evaluating categories, most post-treatment frequencies were somewhat higher than they were during pre-treatment. Only the Planning category failed to achieve a post-treatment level higher than the pre-treatment level. All four subjects increased their proportion of initiating behaviors to responding behaviors during and after treatment compared to before treatment. The vast number of behaviors occurred when students spoke to one another, not to the teacher. Moreover, the highest frequency of independent learning behaviors occurred when students worked with one another in cooperative small groups. This research has numerous implications. An implication for theory is that the psychological conditions of a setting may influence human change as much as direct instruction. Implications for research indicate the need for replication. Implications for practice indicate the need for using the Problem Approach in classrooms and in teacher education to assist students in becoming independent.