US schools fail to engage a significant proportion of adolescent students. Although student engagement is significantly related to academic achievement, there is a dearth of longitudinal research simultaneously examining the impact of personal and contextual factors on student engagement at both individual and school levels. Using a nationally-representative sample, multilevel growth curve analyses found significant factors related to adolescents' student engagement both in initial status and rate of growth. Significant factors at the student level were students' locus of control, self-esteem, peer academic value, parental expectation and parent-child communication along with the students' socio-economic status, previous grades and friend dropout history. Significant factors at the school level were teacher rules on homework, teacher support, and school safety. Implications for research and practice are discussed. (Contains 7 tables and 2 figures.)