This full research paper explores students' attitudes toward second-chance testing and how second-chance testing influences students' behavior. Second-chance testing refers to giving students the opportunity to take a second instance of each exam for some sort of grade replacement. Previous work has demonstrated that second-chance testing can lead to improved student outcomes in courses, but how to best structure second-chance testing to maximize its benefits remains an open question. We complement previous work by interviewing a diverse group of 23 students that have taken courses that use second-chance testing. From the interviews, we sought to gain insight into students' views and use of second-chance testing. We found that second-chance testing was almost universally viewed positively by the students and was frequently cited as helping to reduce test takers' anxiety and boost their confidence. Overall, we find that the majority of students prepare for second-chance exams in desirable ways, but we also note ways in which second-chance testing can potentially lead to undesirable behaviors including procrastination, overreliance on memorization, and attempts to game the system. We identified emergent themes pertaining to various facets of second-chance test-taking, including: 1) concerns about the time commitment required for second-chance exams; 2) a belief that second-chance exams promoted fairness; and 3) how second-chance testing incentivized learning. This paper will provide instructors and other stakeholders with detailed insights into students' behavior regarding second-chance testing, enabling instructors to develop better policies and avoid unintended consequences.