This study was undertaken to determine if adolescent social disaffection with school and family not only would be a significant predictor of cigarette use but would explain a significant amount of the association with friends who smoke. Eleven hundred and eighty ninth-12th grade students in Muscatine, Iowa, were surveyed in Spring 1984. Multiple regression analyses indicated several social disaffection variables were significant predictors of association with friends who smoke, explaining 20% of the variance. The combination of association with friends who smoke and social disaffection variables explained 48% of the variance in adolescent cigarette smoking. Variables related to adolescents' participation in school and related activities suggest prevention programs should recognize the impact of social disaffection on adolescents cigarette use.