This grounded theory study was designed to investigate the factors that influenced 20 "traditional" university freshmen to withdraw prior to the end of their first year at two Midwestern universities. A two-hour audio-taped interview was conducted with each of the participants, and the grounded theory method was utilized to analyze the interview data. Eighteen of the twenty participants had strong high school GPAs and ACT scores, and would not have been identified as being at-risk for attrition. The grounded theory that emerged from the participants' data indicated that an absence of clear educational goals, as well as individual and institutional distractions, interacted to contribute to the participants' withdrawal from their universities.