A model for teaching children skills to strengthen emotional self-regulation is introduced, informed by the developmental concept of scaffolding. Adult modeling/instruction, role-play and in vivo coaching are tailored to children's level of understanding and skill to promote use of skills in real life contexts. Two-hundred twenty-six kindergarten-3rd grade children identified with elevated behavioral and social classroom problems from a population-based screening participated in a wait listed randomized trial of the Rochester Resilience Project derived from this model. In 14 lessons with school-based mentors, children were taught a hierarchical set of skills: monitoring of emotions; self control/ reducing escalation of emotions; and maintaining control and regaining equilibrium. Mentors provided classroom reinforcement of skill use. Multi-level modeling accounting for the nesting of children in schools and classrooms showed the following effects at post-intervention: reduced problems rated by teachers in behavior control, peer social skills, shy-withdrawn and off-task behaviors (ES 0.31-0.47). Peer social skills improved for girls but not for boys. Children receiving the intervention had a 46% mean decrease in disciplinary referrals and a 43% decrease in suspensions during the 4-month intervention period. Limitations and future directions to promote skill transfer are discussed.