This study compares HIV-affected families' and their non-HIV-affected neighbors' behavioral health outcomes and family conflict. To compare two groups from the same neighborhoods at four points over 18 months, mothers living with HIV (MLH) (N = 167) and their school-age children (age 6–20) were recruited from clinical care settings in Los Angeles, CA, and neighborhood control mothers (NCM) without HIV (N = 204) were recruited from modal neighborhoods. In addition, children living at home who were 12 years and older were recruited. We assessed parenting behaviors, family conflict, mental health, sexual behavior, substance use, and HIV-related health behaviors over time. MLH perceived greater economic insecurity at baseline, less employment, and involvement in romantic relationships. MLH reported more emotional distress and substance use than NCM. MLH, however, reported lowered HIV transmission risk. The random regressions indicated that MLH exhibited higher levels of risk and became significantly less depressed and less anxious over time than their non-HIV-affected neighbors. MLH also reported less initial family violence and conflict reasoning than NCM; violence decreased and conflict increased over time for MLH relative to NCM. Children of MLH decreased their marijuana use but hard drug users of MLH increased their risk, over time, compared to children of NCM. Moreover, children of MLH reported more internalizing behaviors than children of NCM. Even when compared to other families living in the same economically disadvantaged communities, MLH and their children continue to face challenges surrounding family conflict and key behavioral health outcomes, especially with respect to substance use and mental health outcomes. These families, however, show much resilience, and MLH report lowered levels of HIV transmission risk, their children report no greater levels of HIV transmission risk, and levels of family violence were lower than reported by families in the same neighborhoods.