Natural regeneration is the primary means of replacing mature forests of parks and preserves in the absence of forest management. There is growing concern from landowners about how these forests will regenerate. The objective of this study was to examine the pattern of natural regeneration in some unmanaged, mature forests in the Virginia Upper Coastal Plain. Twelve pairs of gap and non-gap areas in each of three cover types: 1) pine, 2) pine-hardwood, and 3) hardwood forests were studied. All levels of forest vegetation were inventoried and species importance values were calculated. Regeneration was categorized by shade tolerance classes for analysis. Soil and light conditions were the measured environmental variables. Conditions in gap and non-gap areas within each cover type were compared using the paired-t test. There were few clear distinctions in sapling and seedling densities, or sapling heights between gap and non-gap areas in these forest cover types. Light conditions were significantly higher in the gap areas than the non-gap areas; but soil properties were often quite similar. Principal component and best subsets regression analysis were used to determine the relationships between environmental variables associated with gap and non-gap areas and the regeneration present. The principal component analysis showed no meaningful results for the gap and non-gap areas across the environmental data matrix. Few significant relationships were found relating environmental variables and shade tolerance seedling densities using best subsets regression. Conclusive evidence as to which variables were most influential remains unclear. Light and litter depth were most often the significant factors among the forest cover types. / Master of Science