Pressure to enroll and support students who will persist to graduation has become increasingly intense. Traditional measures such as ACT and GPA do not tell a complete story; consequently, significant interest in non-cognitive factors that contribute to success has evolved. More needs to be done however, to study unique populations of students whose circumstances differ from the general student. One such population are student-athletes who face competing demands for their time and talent, thus requiring certain non-cognitive characteristics that differ from general students. Therefore, the purpose of this study was to examine non-cognitive factors that impact persistence of student-athletes at a private, Midwestern university. Using a path model, the relationship between three motivational subscales, engagement, grit and persistence were examined, and whether these factors varied by race, gender or sport. Three instruments included in this study were the SAMSAQ, the IIR-S, and the Grit-S scale. Results revealed that the grit scale did not achieve internal consistency; therefore, analysis of this data was not discussed. The remaining factors revealed that Academic Motivation, Student-Athletic Motivation, and Engagement did not predict Persistence, but that Academic Motivation (β = .33, p < .001) and Student-Athletic Motivation (β = .31, p < .001) predicted Engagement. Career-Athletic Motivation revealed a significant negative relationship to Persistence (β = -.19 p < .001). Eliminating all non-significant paths, step-wise analysis revealed that Engagement predicted Persistence (β = .15, p < .05) and mediated a significant indirect relationship between Academic (β = .05, p < .05) and Student-Athletic Motivation (β = .05, p < .05) and Persistence. These results suggest that student-athletes with academic interests are more likely to engage in educationally purposeful activities that contribute to persistence, but as student-athletes become more interested in career athletics, their likelihood of persisting in a timely manner decreases. Results also revealed significant differences in Motivation and Persistence by gender, race and sport. Male and non-white student-athletes had higher Student-Athletic and Career Athletic Motivation scores and demonstrated a significant difference in their Persistence scores suggesting that student-athletes who are more interested in achieving success athletically may not persist on time, if at all.