The classroom environment is an important aspect of classroom management that concerns many teachers. Properly engaging students in the classroom can foster a positive environment. This study examines social and emotional needs of students and its implications in developing a positive classroom. How can meeting social and emotional needs of children help teachers create an engaging and productive learning environment? This study examines aspects of social and emotional needs as they are used in creating a positive classroom environment. The problem is that teachers have difficulty controlling student behavior in the classroom. While there are many approaches to behavioral management, most of them rely on teacher control without emphasizing student responsibility, internal control. A review of the literature reveals that teachers need to be connected with their students by understanding their needs and seeing things from their point of view. Understanding the social and emotional components in student behavior is important in developing a constructive and positive environment for learning. This study followed qualitative research design utilizing teacher interviews and researcher observations. Participants were purposely chosen for their expertise in social and emotional needs of students. The classroom observations took place in a 3rd and 4th grade combination classroom. Results indicate that teachers need to focus on the positive aspects of the students to get them to exhibit positive behaviors. Teachers need to consciously address the social and emotional needs of children in creating a classroom environment that is productive and positive.