Distrust in information systems is an important phenomenon that has not been given adequate attention by researchers involved in trust research. The purpose of this paper is to apply existing theory to the phenomenon of distrust formation in an ongoing usage environment. The paper proposes that such key antecedents as distrusting beliefs and unmet expectations (toward information systems) affect levels of usage and help shape intentions to distrust the system. The paper also incorporates key technology acceptance model constructs to help capture additional user perceptions and intentions regarding use. Propositions put forth begin to examine distrust—the other side of the trust coin—of organizational information systems.