This study examined factors predictive of dropping out of high school for students with learning disabilities (LD) and mental retardation (MR). The sample was composed of 228 students with LD or MR who dropped out of school and 228 students with LD or MR who had not dropped out. Two sets of pre- dictor variables (student demographics and interview responses) were analyzed using hierarchical logistic regression analysis in terms of their relationship to the outcome variable of dropout. The variables retained in the final model were learning disability, help- ful person, helpful class, and general preparation. Specifically, the probability of dropping out for a student with LD who did not feel he or she was being prepared for life after high school and did not identify a helpful class and a helpful person was .86, compared to .16 for a student with MR who did find a particular class and person helpful and felt that school was preparing him or her for desired outcomes. Implications of the results are discussed.