Interviews were conducted in l980-8l in Washington, D.C., Baltimore, northern Ohio, and eastern Tennessee. The 36 subjects had an average of 3.1 felony convictions each, primarily for robbery, burglary, and theft, had spent ll.l years in prison on the average, and had a mean age of 5l.2 years. The few who were still involved in crime confined their activities to less serious offenses such as petty theft and selling marijuana. Subjects reported four orientational contingencies that caused them to move away from serious crime: (l) a new perspective on self that included a redefinition of their youthful criminal identity as self-defeating and even dangerous; (2) a growing awareness of time as a diminishing, exhaustible resource; (3) changes in aspirations and goals; and (4) a growing sense of tiredness, as the men began to see the criminal justice system as an apparatus which clumsily but relentlessly engorges offenders and wears them down. The subjects also reported that developing ties with a women or a job as factors in transforming their criminal careers. These contingencies did not occur in a fixed sequence, but varied in the age at which they occurred and their interdependence. Not all cases fit this pattern. A few men felt that it was too late for them to accomplish anything in life and only felt accepted and comfortable in prison. Footnotes and over l00 references are supplied.