The mechanisms of noncoherent photon upconversion that involve triplet-triplet annihilation (TTA) in solution have been investigated for two model systems. ZnTPP (meso-tetraphenylporphine zinc) is used as the model visible light-absorbing metalloporphyrin because its S(1) fluorescence intensity can be used to monitor the initial rate of porphyrin triplet state production and because its S(2) fluorescence intensity can be used as a direct measure of the rate of porphyrin TTA. When perylene, which has a triplet energy lower than that of ZnTPP, is added as a signaling blue emitter (BE), the mechanism of photon upconversion involves triplet energy transfer from the porphyrin to the BE followed by TTA in the BE to form the fluorescent perylene S(1) state. The kinetics of this process have been characterized and are unremarkable. When coumarin 343 (C343), which has photophysical properties similar to those of perylene except that it has a much higher triplet energy than ZnTPP, is added as the signaling BE, emission from the ZnTPP S(2) state is quenched and fluorescence from the C343 grows in. Contrary to previous suggestions, the mechanism of photon upconversion in this system does not involve singlet energy transfer from the porphyrin S(2) state to the BE. Instead, ground-state C343 complexes with the ZnTPP triplet to form a triplet exciplex, which then undergoes TTA with a second ZnTPP triplet to give the fluorescent state of the BE in a three-center process.