This study examined the unique and interactive role of students' quality of motivation, as defined in self-determination theory, and their mindsets about intelligence, as conceptualized in Dweck's framework, in predicting a variety of learning outcomes (engagement, learning strategies, persistence, procrastination, and test anxiety) and achievement. Moving beyond past work, this study examined their effects both at the level of between-student differences and at the level of semester-to-semester fluctuations within students' own functioning, thereby controlling for students' cognitive ability. The study had a four-wave longitudinal design, following 3,415 seventh-grade students across a 2-year period with 6-month intervals (49.8% female; M[subscript age] = 12.65 years). Multilevel analyses demonstrated that autonomous motivation and effort beliefs had independent and favorable associations with most outcomes and that controlled motivation and a fixed mindset related more uniquely to maladaptive outcomes, findings that emerged at both levels of analysis. This pattern of associations was held after controlling for students' cognitive ability and applied to both students with high and low cognitive ability. The number of interactions between motivation and mindsets was quite limited. It can be concluded that the quality of motivation and mindsets about intelligence represent compatible resources for learning that help to explain between-student and within-student differences in learning and achievement.