The validity and utility of a dual-factor system (DFS) of mental health was explored. Factors were the traditional perspective on mental health, psychopathology (PTH), and the more recent perspective, subjective well-being (SWB). Research has shown that PTH and SWB are not simply opposite poles of a single continuum, however, the constructs have yet to be integrated. The sample consisted of 407 children in Grades 3-6. Subjects were classified as high or low on each construct, offering four research groups, two challenging the unidimensional perspective. Group membership was the classification variable in a series of discriminant function analyses. Predictors assessed the domains of temperament, personality, self-concept, locus of control, and interpersonal relations. Results offered strong initial evidence for the validity and potential utility of a DFS. Results are discussed, as are implications for mental illness prevention/intervention.