Abstract This study investigated the topic manipulation skills and conversational participation of school-age language-impaired children (LI) in interactions with normal language peers. The subjects consisted of eight dyads of a normal language child and a language-impaired child balanced for approximate age and sex. They ranged in age from 5.11 to 7.11 years of age. The subjects participated in two conversations in order to explore the effects of familiarity on conversational participation. The subjects were unfamiliar with each other before the study began. Fifteen to twenty minutes of discourse were taped, transcribed, and analyzed for the number and proportion of topics maintained, topics introduced, topics reintroduced, topics shaded, and the number and proportion of back channel responses produced in Session 1 and Session 2. A behavioral measure was included to clarify whether conversational non- assertiveness was related to a behavioral style of interaction. No significant differences were found between the LI children and the normal children for the number and proportion of topics maintained, topics introduced, or topics shaded. However, the LI subjects did produce significantly more topic reintroductions than the normal subjects. The number and proportion of back channel responses was not found to differ significantly between the two groups. A familiarity effect was demonstrated by a reduction in the number of utterances produced. in Session 2 as compared to Session 1 as the children interacted less in the second conversation. Several interpretations of the results are discussed.