eLearning instruction has become an accepted means of delivering a quality education to higher education students, with community college online learning enrollment rates rising annually. Consistent with the desires of eLearning students for convenience and flexibility, educators utilize virtual proctored exams to safeguard against academic dishonesty behaviors in their students. Research is absent in exploring the actual behaviors displayed by students while taking their online exams under the watchful "eye" of a webcam. Examining 37 higher education students from two Midwest institutions, the aim of this study was to determine if community college students and four-year university students differed in their behaviors when taking exams using a virtual proctor. This study also examined the two populations for differences in willingness to use this technology, with 88% of the total student population choosing to use virtual proctoring for their exam sessions. Of the 40 behaviors observed, eight of the top 10 overall behaviors were demonstrated by both populations of students. This research can further instructor knowledge about exam taking behaviors of students so when they are reviewing virtual proctored exam recordings, they are doing such as objectively as possible.