The purpose of this study was to determine whether the behaviors of the students with disabilities placed in general education classrooms differed according to the classroom management level of the teachers. The classroom management strategies of the 44 teachers were assessed by using The Proactive Classroom Management Observation Form. The behaviors of the student with disabilities were assessed by trained observers during instruction. The Code for Instructional Structure and Student Academic Response-Mainstreaming Version was used to collect data related to the students' behaviors. The results indicated that the students with disabilities displayed a few number of behaviors during instruction and the teachers had serious difficulties managing inclusive classrooms. The academic behaviors of the students with disabilities from the highest, the medium and the lowest level of classroom management groups were not found to be significantly different. On the other hand, the problem behaviors and the task management behaviors of the students with disabilities were found to have been affected by the classroom management of the teachers. The findings of the study were discussed in terms of the literature related to inclusive classroom management and the problems of mainstreaming system in Turkey. (Contains 1 table and 1 figure.)