This study of the relationship between early receptive vocabulary development and social-emotional competencies examines differences among typically developing children and peers with disabilities within a state-wide program that meets all 10 of National Institute for Early Education Research (Barnett et al. 2017) programmatic benchmarks for quality early learning. Findings show that children in the sample with higher total protective factors have fewer externalized behavioral concerns and higher language development, and that children with disabilities in the sample differ in their ability to self-regulate or take initiative, and are rated higher for behavioral concerns. All children, however, increased their language above expected developmental trends after 1 year in the quality pre-K classroom. Recommendations are provided for how to deliver quality early learning that includes supporting all children's social-emotional and language development. (author abstract)