The impact of a parent's incarceration and adolescents' emotional health on their substance abuse and delinquency is described for a group of at-risk 10- to 14-year-old adolescents. Data were drawn from a two-wave longitudinal study from the federally funded Children at Risk program, ongoing in five states from 1993 to 1997. Results point to a significant role played by a parent's incarceration in at-risk adolescents' problem behaviors but no mediating role played by the adolescents' emotional health. Adolescents' self-reports suggest that emotional health is associated with comparatively few problem behaviors, and associations that were observed were stronger for females than for males. The results call for further studies specifying models of the social mechanism that leads from parents' incarceration to children's problem behaviors. (Contains 4 tables.)