The purpose of this study was to determine how cognitive, demographic, and motivational factors can be used to understand help-seeking behavior in college students. Specifically, the study examined engagement in Supplemental Instruction (SI) of undergraduate students at Texas A&M University. An additional purpose of the study was to determine the efficacy of SI. The sample for the study was 2,407 undergraduate students who were enrolled in eight randomly selected courses at Texas A&M University in the spring 2004 semester. Students enrolled in multiple course sections were eliminated from the study. The revised sample consisted of 2,297 students. Data collected for all students in the sample included student demographic information, SI attendance and participation, and final course grades. Students were also requested to complete an on-line survey instrument containing a modified version of the Motivated Strategies for Learning Questionnaire (MSLQ) and questions related to parent education and household income. Ultimately, 1,003 students from the revised sample submitted surveysfor a response rate of 43.7%. Based on attendance data and participation ratings, students were classified into three engagement groups for subsequent data analysis: high engagement, low engagement, and non-SI. The following were among the major findings from the study: ?? Hispanic students were significantly more engaged in SI than their White peers. ?? Engagement in SI was inversely related to grade level classification. ?? SI participants had significantly lower mean SAT math and verbal scores than students who did not attend SI. ?? The motivational variables as a set had a statistically significant relationship with SI engagement. ?? Extrinsic motivation, organization, academic self-efficacy, control beliefs, help-seeking, and peer learning were the motivational scales which best predicted SI engagement. ?? Students who were highly engaged in SI had significantly higher mean final course grades than either non-participants or low engagement students even controlling for differences in SAT scores, cumulative grade point average, and motivation. The study helps provide some insight into the dynamics of academic help-seeking. It also contributes to the growing body of evidence which shows that SI is an effective intervention for improving student success in traditionally difficult courses.