This study was designed to characterize the conversational engagement techniques employed by children with and without learning disabilities while in a dyadic interaction. Engagement was defined and measured in terms of the degree to which utterances provided information and evidenced responsiveness to one's conversational partner. Sixty (30 with learning disabilities and 30 nondisabled) 9- to 13-year-old subjects participated. Analyses indicated that the subjects with learning disabilities (LD) could and did employ engagement-related techniques similar in levels of sophistication to those of their nondisabled peers, although they did so less consistently and frequently. Further, the relationship between affective measures and the engagement-related techniques used by the subjects with LD differed markedly from those of the nondisabled subjects. The results are interpreted from a motivational standpoint and suggest that future research should focus on the knowledge and application of engagement-related techniques of the children with LD, across settings and conversational partners.