Social-emotional behavior of 352 3- and 4-year-olds attending private childcare and Head Start programs was observed using the Minnesota Preschool Affect Checklist, Revised (MPAC-R). Goals of the investigation included (a) using MPAC-R data to extract a shortened version, MPAC-R/S, comparing structure, internal consistency, test-retest reliability, and stability of both versions; and, using the shortened measure, to examine (b) age, gender, and risk status differences in social-emotional behaviors; (c) contributions of emotion knowledge and executive function to social-emotional behaviors; and (d) contributions of social-emotional behaviors to early school adjustment and kindergarten academic success. Results show that reliability of MPAC-R/S was as good, or better, than the MPAC-R. MPAC-R/S structure, at both times of observation, included emotionally negative/aggressive, emotionally regulated/prosocial, and emotionally positive/productive behaviors; MPAC-R structure was similar but less replicable over time. Age, gender, and risk differences were found. Children's emotion knowledge contributed to later emotionally regulated/prosocial behavior. Finally, preschool emotionally negative/aggressive behaviors were associated with concurrent and kindergarten school success, and there was evidence of social-emotional behavior mediating relations between emotion knowledge or executive function, and school outcomes. The importance of portable, empirically supported observation measures of social-emotional behaviors is discussed along with possible applications, teacher utilization, and implementation barriers. (Contains 6 tables and 1 figure.)