This article reports a study in which student performance and approaches to study in a CD-ROM version of a chemical engineering course were examined. The study consists of three phases. The purpose of phase 1 was to evaluate of the efficacy of CD-ROM for this content and student population. Therefore, we compared the performance of students who participated in a traditional classroom offering with those who participated in the CD-ROM version. The results supported the soundness of the CD-ROM based instruction. In phase 2, we interviewed students who were successful and less successful in the course to examine any differences in the strategies they used for learning the content. Differences consistent with a surface versus deep approach to studying were found. Prior to the third phase, the CD-ROM and approaches to learning instrument were modified and then a new group of students was examined to determine the factors that contribute to success in the CD-ROM version. Results showed that deep cognitive engagement and motivation, defined in terms of goals and self-efficacy, were significant predictors of success uses two indices of course performance. The results suggest that although technology provides opportunities for learners to learn in increasingly independent environments, educators need to prepare students to learn independently using newer electronic technologies. (Contains 3 tables.)