Nursing students' first clinical placement experience can be a critical turning point 'reinforcing professional aspirations for some, and for others, a time of emotional turbulence. There is a paucity of research focusing on students' perceptions and concerns prior to their first placement experience. Thus, the aim of this study was to explore the concerns of first year bachelor of nursing students from one Australian university as they prepared for their first clinical placement.Participants completed an online 'readiness for practice' survey consisting of 22 items. This paper focuses on participants' responses to the one open ended question: 'Please comment on any concerns that you have in relation to being prepared for your first clinical placement'. Summative qualitative content analysis was used for analysis.144 students (55%) responded to the open ended question. Responses were categorised into six themes including: Not prepared for placement; feeling nervous, anxious and worried; bullying and belonging; practicalities; patient safety and making mistakes; and working outside of my scope of practice.It appears that activities designed to equip students with the capacity to manage the inherent challenges of undertaking a clinical placement may sometimes have a paradoxical effect by increasing students' level of stress and anxiety. An enhanced understanding of students' concerns may help educators implement appropriate support strategies.