Legislative incumbents at both the congressional level and the state legislative level have an advantage in electoral races (Jewell and Breaux 1988, 1991; Garand 1991; King and Gelman 1991). By using the perquisites of office many scholars believe that incumbents have brought about their own reelection success. However, many scholars argue that the quality of a challenger is one of the most important variables that affects the likelihood of incumbent success (Jacobson 1987, 1989, 1990). To this point, the research on challenger quality has been conducted almost exclusively at the congressional level. This article examines challenger quality and success at the state level by examining races for the state legislature across 10 states from 1988-1992. Using previous elected experience as a measure of challenger quality, I find that quality challengers are willing to challenge state legislative incumbents and are strategic in deciding when to challenge. Furthermore, this article demonstrates that when quality challengers run they are more likely to be successful.