This study investigated the extent to which various factors play a part in English-as-a-Second-Language (ESL) students' ability to resolve pronoun-antecedent connections in reading. The subjects were 97 ESL learners with four different native languages (Japanese, Korean, Chinese, Spanish) enrolled in the University of Illinois's Intensive English Institute and divided into three English proficiency levels: elementary, intermediate, and advanced. Subjects were given two tests, one consisting of meaningful but decontextualized sentences, some containing nonsense words, and one a narrative in story form (contextualized). Relevant vocabulary was introduced before testing. Other variables included type of anaphoric expression: noun phrase (NP) or verb phrase (VP), direction (forward and backward anaphora), and distance between pronoun and anaphoric expression. Results indicate that the decontextualized sentences were resolved more easily than the contextualized by each language group, possibly attributable to the limited referent possibilities. Distance between pro-form and antecedent aided comprehension in lower-proficiency groups, forward anaphora were easier than VP anaphora, and in all measures, there was a significant effect for proficiency level. Sentence examples, analyses of results, and a 20-item bibliography are appended. (MSE)