Special educational needs (SEN) have attracted considerable attention in education and educational research. Nevertheless, limited research attention has been given to the second language (L2) learning of students with SEN in special schools and even less to their L2 learning motivation (LLM), despite the significant role of LLM in L2 learning success. This paper compares LLM data gathered from 66, grade 7-10, students with SEN in a special school and 66, grade 7-10, non-SEN students from mainstream schools in Hong Kong. Findings from a motivational questionnaire reveal higher levels of LLM among the special school students (SSS) than the mainstream school students (MSS). One-way MANOVA and Cohen’s d, show students from the special school have significantly higher Ought-to L2 Self and English learning attitude yet significantly lower required orientation than their mainstream school peers. Regression analysis has allowed the investigation of factors interacting with SSS’ LLM, suggesting that self-efficacy and parental influence are significant predictors of the LLM.