Much remains to be learned about the adolescent outcomes of clinic-referred boys whose childhood conduct problems are serious enough to meet diagnostic criteria for conduct disorder (CD). Six structured diagnostic assessments were conducted over 7 years of 73 clinic-referred 7-12-year-old boys who met criteria for CD in Wave 1. There were substantial individual differences in the adolescent outcomes of CD, ranging from worsening to sustained recovery, with most boys showing persistent, but fluctuating levels of CD. Improvement in CD was not accounted for by treatment or incarceration, but more positive outcomes over Waves 2-7 were predicted prospectively with substantial accuracy, using a combination of baseline predictors: less initial severity of CD, fewer symptoms of attention-deficit hyperactivity disorder, higher child verbal intelligence, greater family socioeconomic advantage, and not having antisocial biological parents.