The purposes of this study were to: (1) document the reasons for the establishment of upper division institutions in the US; (2) identify the thread, if any, which ties the experience of one institution to another; and (3) examine the lessons which can be learned from the early decisions to abolish the first two years of college and to suggest possible applications to existing upper division institutions. This report discusses the historical background of upper division institutions, the experience of some of the early institutions, and the history and experiences of these institutions in the 1950s in Michigan and Florida, and in the 1960s in Michigan, Florida, New York and Pennsylvania. The basic findings were that most new upper division institutions were established less on the basis of existing problems and needs than on either perceived problems and needs (that might reflect the real needs) or on needs of specific interest groups which were often unrelated to those of the local students. In addition, planning rarely attempted to analyze the ways in which this organizational form would meet perceived needs. [Not available in hard copy due to marginal legibility of original document.] (AF)