Two cold-air outbreaks were studied during the Genesis of Atlantic Lows Experiment. A lidar system was operated to observe the boundary layer evolution and the development of clouds. On the first day (30 January 1986) boundary layer rise was less than 50% of the value for the second day (2 March 1986). On the first day only a thin broken cloud cover formed, while on the second day a thick solid cloud deck formed—although the average moisture content was 60% of that on the first day. A trajectory slab model was employed to simulate the evolution of the layer over the ocean near the cast Atlantic shore. The model allows for vertical gradients in conservative variables under neutrally buoyant conditions. The primary effect of these assumptions, which are based on observed thermodynamic profiles, is to reduce cloudiness to be more in line with observations. Boundary layer depth was reasonably well predicted as was sensible and latent heat flux.