Popularity has been linked to heightened aggression and fewer depressive symptoms. The current study extends this literature by examining the unique contributions of same-sex and cross-sex popularity to children's development, as well as potential mediating processes. Third- and 4th-graders (212 boys, 250 girls) provided data at 3 time points over 2 school years. Data included peer-reported popularity, social exclusion, friendships, peer victimization, and aggression and self-reported social self-esteem and depressive affect. Same-sex and cross-sex popularity independently contributed to the prediction of aggression and depressive affect. Popularity was associated with heightened aggression through reduced social exclusion and was indirectly related to lower levels of depressive affect through increased friendships. For boys only, same-sex popularity was further associated with dampened depressive affect through reduced social exclusion and peer victimization and increased social self-esteem. Findings are discussed in light of the potential tradeoffs associated with popularity in preadolescence.