Based on data collected for a larger study, this paper reports on perceptions of factors contributing to students' failure in a college ESL course. Surveys were completed by instructors of 67 students who failed their class. The instructors were asked their perceptions of what caused the students' failure. Then, 22 of the students were interviewed about their backgrounds, current experiences in the college ESL program, motives, needs, and attitudes. Responses confirmed contributing factors identified in previous studies such as negative attitude; lack of interest, effort or motivation; insufficient target-language use; and deficient first-language reading and writing skills. The instructors also considered family and employment responsibilities that the ESL students had shouldered while taking the course as having a detrimental effect on their performance. The instructors' perceptions of variables for failure correlated with information the students revealed in the interviews. The implications of the study include better communications between instructors and counselors, early intervention, more individual conferences between instructors and students, individualized tutoring assistance, and better support services.