In this two-part study, we assessed musical involvements in two samples of persons with Williams syndrome compared to others with mental retardation and also related musicality to anxiety and fears in Study 2. Relative to others with mental retardation, those with Williams syndrome were more likely to take music lessons, play an instrument, and have higher ratings of musical skills. In the Williams syndrome groups only, fewer externalizing symptoms were associated with listening to music, whereas less anxiety and fewer fears were associated with the frequency, duration, and skill in producing music as well as emotional responses to negatively toned music. Implications are discussed for future research on musical processing, musical interventions, and well-being in Williams syndrome and other groups.