Since 1985, BRAC has been implementing its Non-Formal Primary Education (NFPE) Programme for disadvantaged children, primarily in the rural areas. From a modest start, the programme has rapidly expanded and by the end of 1994 it covered over 800,000 children in 28,270 schools. However, setting up these schools over such a short period of time was a stupendous job for the NFPE staff. The study, dealing with only two schools at Matlab depicts a picture of the multitude of problems that were faced during the initial stages of establishing these schools. Though the schools were set up simultaneously in a similar socio-cultural matrix, performance of the schools, in terms attendance, competency of the teachers, teaching methods and relation with the parents, showed marked differences. The study made an in-depth critical analysis of these differences and problems and made valuable recommendations to improve not only the performance of the schools, but also the management of the schools, taking into consideration the socio-cultural characteristics of the immediate environment of the two schools. These recommendations may be equally applicable in setting up future NFPE schools.