Rising expectations for middle grade students to independently read and comprehend complex, discipline-specific texts have also raised expectations for the ways teachers will teach. Helping all students, despite assessed reading levels, to access grade level texts calls for instructional approaches that not only meet readers where they are, but also integrate three key elements: motivation and engagement, instructional intensity, and cognitive challenge. This article examines how instruction incorporating these elements promotes students' comprehension and uses a middle school learning scenario to illustrate how teachers might integrate these elements into their own instruction.