Adaptive teaching is the modification of instructional processes or procedures in response to individual student need. The aim of the research was to investigate the adaptations made by teachers in response to the perceived needs of students in Years 5 and 6 who experienced difficulty with reading. The study was undertaken in six Victorian classrooms. Data were collected on a range of factors that might influence adaptive teaching. Contextual factors included teacher education, experience, teacher beliefs and level of administrative support. Student factors included the degree and type of reading difficulty experienced by students in the classroom.