The degree to which infant regulatory behaviors, together with infant reactivity to novelty, predicted anxious behavior at 2.5 years, and the moderating effect of maternal behavior were tested. Sixty-four low-risk mothers and infants participated. Mothers rated infant negative reactivity and anxious behavior; infant and maternal behaviors were observed at 6 months postpartum. Based on results of hierarchical, multiple regressions, infant regulatory behaviors (i.e., attention control, withdrawal) moderated associations between reactivity to novelty and later anxious behavior, but predictions depended also on maternal behavior. High reactivity to novelty, in conjunction with withdrawal and with poor attention control, predicted anxious behavior only when mothers were less engaged or less sensitive, suggesting that maternal behavior alters developmental trajectories associated with infant temperament.We are grateful to participating families; the Visiting Nurse Association, Beginnings, and Primetime for help recruiting; David Howell and Roger Bakeman for help with data analysis; James Long for his technical assistance; Emma Burrous for help developing and applying coding schemes. We are also grateful to these undergraduates and volunteers: Kerry Modry, David Centerbar, Julie Mulhern, Amanda Werner, Regina Miller, Jeannine Pablo, Maya Carlet, Samantha Thomas, Kerstin Grieshaber, Erica Hendalion, Amanda Heldt, Allyson Stern, Lisa Badanes, Lynne Babchuck, Emily Vilardo, Heather Kline, Michelle Clancy, Gina Berrera, and Shamila Lekka.