The primary goals of this study were to test a conceptual model linking social approach and avoidance motivations, socially withdrawn behaviors, and peer difficulties in later childhood and to compare the socioemotional functioning of different subtypes of withdrawn children (shy, unsociable, avoidant). Participants were 367 children, aged 9-12 years. Measures included assessments of social motivations (i.e., self-reported shyness and preference for solitude) and social withdrawal (observations of solitary behaviors in the schoolyard and self-reports of solitary activities outside of school), as well as self- and parent-reported peer difficulties and internalizing problems. Among the results, both shyness and preference for solitude were associated with socially withdrawn behaviors, which in turn predicted peer difficulties. However, only shyness (but not preference for solitude) also displayed a direct path to peer difficulties. As well, results from person-oriented analyses indicated that different subtypes of socially withdrawn children displayed decidedly different profiles with regard to indices of internalizing problems. For example, whereas unsociable children did not differ from their nonwithdrawn peers on indices of internalizing problems, socially avoidant (i.e., high in both shyness and unsociability) children reported the most pervasive socioemotional difficulties. Findings are discussed in terms of the implications of different forms of social withdrawal for socioemotional functioning in later childhood. (Contains 4 tables, 2 figures and 3 footnotes.)