This study compared outcomes and processes in counseling groups of an expressive-supportive modality for children with learning disabilities (LD) and without them (NLD). Participants were 266 students (ages 10-18), all referred for emotional, social, and behavioral difficulties; of these, 123 were identified with LD and 143 were not. There were 40 groups in all--20 with LD children and 20 with NLD. Outcome variables included adjustment, social competence, and academic achievements. Process variables included bonding, group functioning, and client behavior. Analyses were nested using mixed models. Results indicated no differences in outcomes or process variables between populations except for academic achievements; some between-group differences were found in the effect of processes on outcomes. It was concluded that children with LD may be successfully treated in expressive-supportive counseling groups for their emotional and social difficulties. (Contains 4 tables.)