Students with disabilities (SWDs), students at risk, and even honors students can have a hard time relating to traditional science instruction and often disengage. However, research has shown that when science teachers use inquiry or activities-based approaches to teaching science, students' achievement is significantly higher, compared to those taught using a lecture/reading format (Scruggs and Mastropieri 1994; Scruggs et al. 1993). The integrated math and science activities presented here allow "all" students to explore concepts related to speed, velocity, and Newton's Third Law, using pedometer technology within an interactive learning environment (Mastropieri and Scruggs 1994). (Contains 2 figures.)