The present study investigated the relationship of mothers' childrearing attitudes, children's feelings of inferiority, and child's gender to children's total Need for Power and Fear of Power. Subjects were 51 boys and 64 girls, ages 11 to 13 attending an urban parochial school. Subjects were administered a TAT which was scored for Need for Power and Fear of Power according to Winter's system. Children's feelings of inferiority were measured using the Personal Inferiority scale of Rogers' Personal Adjustment Inventory. The mother of each subject completed Roth's Mother-Child Relationship Evaluation which produced scores for each mother on the four attitudes of Acceptance, Overprotection, Overindulgence, and Rejection, as well as a Confusion-Dominance rating. A correlational analysis of all variables revealed significant relationships between children's Fear of Power and total Need for Power; between gender and feelings of inferiority; and among the subscales of the Mother-Child Relationship Evaluation. A stepwise multiple regression analysis to determine the effect of the independent variables on children's Need for Power produced no significant results. A discriminant analysis performed to determine whether any combination of independent variables would discriminate between High and Low Fear o Power groups produced a significant discriminant function. Maternal childrearing attitudes of Overindulgence and Rejection contributed most to the function. Children High in Fear of Power tended to have mothers who were most Overindulgent and least Rejecting. Classification of subjects into the two Fear of Power groups resulted in accurately assigning 65.2% of the cases. Children's innate position of powerlessness relative to adults and the controlling qualities of mothers' Overindulgence were discussed as possible contributors to the emergence of children's power motivation. Suggestions regarding further research were offered.