This qualitative study aims at explaining reading beliefs and behaviors of college students taking a developmental reading course through analyzing components of the students' self-systems. A student's self-system is comprised of many different factors that may or may not develop in tandem through experiences in and out of school (Borkowski, Carr, Rellinger, & Pressley (1990). These factors include: self-efficacy, self-esteem, locus of control, achievement, motivation, and attributional beliefs of learning. Unfortunately not all students' self-systems develop appropriately. Schraw and Bruning (1999) claim that as the self-system weakens, a student's ability to engage in deeper processing of a text also diminishes. I used the self-system framework to understand my students' learning and reading beliefs and behaviors.