The influence of student attitudes toward learning and grades on their communication with instructors about grades has received limited attention despite its potential implications for learning, performance outcomes, and student-teacher interactions. Participants (N = 194) who discussed a disappointing grade with an instructor completed measures of their educational orientations and upward influence choices during the grade conversation. Learning/grade orientation related to the use of explicit and manipulative upward influence tactics, most often in opposite directions. Learning/grade orientation did not interact to influence students' upward influence choices during grade conversations. The study limitations, implications, and directions for future research are discussed. (Contains 4 tables.)