This study investigated the relationship of approval motivation to verbal conditioning under vicarious reinforcement. Fifteen college students completed 20 operant trials in a sentence construction task. They then observed E reinforce a “programmed” confederate who emitted critical responses according to a typical acquisition curve. Fifteen control Ss observed identical confederate behavior with the reinforcements omitted. An additional 15 control Ss did not receive the observation phase. All Ss then were given 40 nonreinforced trials. A significant conditioning effect occurred only for Ss with high need for approval in the vicarious reinforcement condition. Results were related to previous verbal conditioning research.