The social interactions between children with special needs, learning disabilities and/or attention deficit disorder (ADHD), were investigated. The children were observed in groups of three/four while creating a cooperative art project. During this activity, their interactions were recorded and coded for patterns of verbal communication. Verbal communication was evaluated through statements reflecting requests for information and materials; helping/cooperation/giving; consideration/positive reinforcement; competitiveness; intrusiveness; rejection; self-image; neutral statements; and persuasiveness. Results indicated that children with special needs tended to engage in a greater frequency of helping/cooperative/giving statements as opposed to any other verbal statements. Specifically, positive statements as opposed to negative statements classified their verbal interactions. These children also appeared to demonstrate more internalizing behaviors than externalizing behaviors. The influence of children's behaviors on children's verbal statements was examined. Results indicated that children who evidenced a disability in reading or language appeared to engage in a greater frequency of cooperative or helping statements than their non-disabled peers. Intrusive tendencies may be associated with the following: presence of a reading disability, absence of ADHD, and absence of a disability in written expression. Additionally, the conversations of children with a disability in mixed receptive language tended to evidence a greater frequency of neutral statements …