Studied the effectiveness of a school-based mental health service model, PALS (Positive Attitudes toward Learning in School), focused on increasing initial and ongoing access to services, and promoting improved classroom and home behavior for children referred for Disruptive Behavior Disorder (DBD) from three high poverty urban elementary schools. Classrooms were randomly assigned to PALS or referral to a neighborhood mental health clinic, with children identified by teacher referral and follow-up parent andeher ratings. Results indicated significant service engagement and retention for PALS (n=60) versus families referred to clinic (n=30), with over 80% of PALS families retained in services for 12 months. PALS services were correlated with positive changes in children's behavior as rated by parents, and with improvements in children's academic performance as rated by teachers. Implications for the design and delivery of mental health services for children and families living in high-poverty urban communities are discussed.