This paper presents a study of the looking and looking away or gaze alternation behavior of both full term and preterm infants in the presence of varying degrees of facial animation. The faces used in the study included, in increasing order of animation, a Raggedy Ann doll's face, a moving and talking doll's face, a mother's less animated face during imitations of the infant's behavior, and a mother's more animated face during spontaneous face-to-face interactions. Subjects for the study were 18 term and 18 preterm 3-month-old infants. It was hypothesized that the infants would spend more time looking at the doll than at the mother, and more time looking at the less animated than at the more animated faces. Both of these hypotheses were confirmed. Using heart rate change as a measure of arousal, it was also found that the infants' heart rates were significantly elevated during the spontaneous mother's face situation and were significantly lower during the inactive doll's face situation. The greatest increase in heart rate and looking away behavior was found for the preterm infants during the spontaneous mother's face situation. Results were discussed in terms of an arousal modulation and information processing interpretation. (BD)