Purpose: This preliminary investigation explored potential cognitive and linguistic sources of variance in 2- year-olds' speech-sound discrimination by using the toddler change/no-change procedure and examined whether modifications would result in a procedure that can be used consistently with younger 2-year-olds. Method: Twenty typically developing 2-year-olds completed the newly modified toddler change/no-change procedure. Behavioral tests and parent report questionnaires were used to measure several cognitive and linguistic constructs. Stepwise linear regression was used to relate discrimination sensitivity to the cognitive and linguistic measures. In addition, discrimination results from the current experiment were compared with those from 2-year-old children tested in a previous experiment. Results: Receptive vocabulary and working memory explained 56.6% of variance in discrimination performance. Performance was not different on the modified toddler change/no-change procedure used in the current experiment from in a previous investigation, which used the original version of the procedure. Conclusions: The relationship between speech discrimination and receptive vocabulary and working memory provides further evidence that the procedure is sensitive to the strength of perceptual representations. The role for working memory might also suggest that there are specific subject-related, nonsensory factors limiting the applicability of the procedure to children who have not reached the necessary levels of cognitive and linguistic development.