In two separate studies underclassmen on academic probation (N = 27, N = 22) were individually matched for aptitude with academically satisfactory students to investigate (a) nonaptitudinal factors differentiating probation students from matched students and (b) how probation students who eventually have to withdraw differ from those who improve. Results based on interviews, questionnaires, and self-report measures indicate that probation students have unrealistically optimistic expectations concerning grades, attribute their difficulties to academic factors rather than personal concerns, and tend to be defensive, lacking in positive motivation for academic work, and relatively dependent on their parents. Students most likely to get off probation estimated their grades most accurately and had lowest test anxiety