This research was conducted to measure the impact of counseling among children with learning difficulties in terms of motivation and self-confidence. This study is an action research. The research took place in an inclusive school in Indonesia conducted in collaboration between special education teacher, counselor and practitioners. The subjects were 30 learners in mainstream classroom setting where seven children with learning difficulties were included. Data was collected through pretest and posttest and observation. The tests were used to measure their academic achievement, and observation was carried out to see the learning motivation of children with learning difficulties during the respective classroom instruction that employed role play and educational games. The data were analyzed by using SPSS 16 by comparing test scores obtained before and after the cycles of instruction. The results showed that the use of educational games or role play can overcome the problem of motivation and self-confidence of children with learning difficulties. It was also proven by the acquisition of t value which was greater than the value of t-table at the level of significance of 5%, i.e. 8.789 > 2.045. It also proved that the average score before treatment was 123.97 and after treatment was 133.03 with an average increase of 3.622%.