This paper describes shadow-reading, a pedagogical technique aimed at fostering reading comprehension and retention in second (L2) or foreign language (FL) classrooms. The technique is an adaptation of "conversational shadowing," a procedure which requires listeners to repeat what their interlocutors say in an attempt to remember the content of the interaction while also practicing and learning a target language. In shadow-reading, learners are arranged in pairs in the roles of Readers and Shadowers. Readers read from a text while Shadowers listen and then try to reproduce the text in various forms: repeating completely or selectively, interjecting interactive comments, summarizing orally, and retelling in written form. An empirical study was carried out to test shadow-reading and explore whether it helped students attain reading comprehension with the socially-mediated approach. A description of the steps taken in the implementation of the technique is provided. Several examples are also given to illustrate the shadowing behaviors learners engaged in. The benefits and uses as well as possible adaptations of the technique are discussed.