The purpose of this study was to characterize the nature of conversational engagement evidenced by 30 learning-disabled and 30 nondisabled children while they participated in a semi-structured dyadic interaction. Also investigated were the relationships among the levels of engagement employed by the elementary or junior high students and their self-perceptions of social acceptance, behavior/conduct and self-worth, and general intellectual functioning as evidenced by IQ scores. Dyads were established by matching the disabled and nondisabled subjects with same-age, same-sex nondisabled partners; dyads were asked to choose one topic from a list of five topics and discuss it for 10 minutes. Study results provide partial support for the hypothesis that the conversations of nondisabled subjects, as compared to those of disabled subjects, exhibit a wider range of engagement levels in terms of both responsiveness and information, as well as generally higher levels of responsiveness and information overall. Although the learning-disabled subjects could and did employ engagement-producing and maintaining utterances similar in sophistication to those of their nondisabled peers, they did so less consistently and with less frequency. Possible explanations for the study's results are presented. (JDD)