Five 1st-grade teachers read aloud two Caldecott Award-winning picture books to their classrooms of diverse, urban students. In this two-phase study, researchers analyzed teachers' transcripts for common elements, interviewed 1st-graders and focused on one teacher's read-aloud events while comparing them with her students' responses. Findings included a list of common descriptors for the five teachers' read-aloud events. The students enjoyed the read-aloud events and were able to retell the stories, although the focus teacher used a number of strategies that raise questions regarding assumptions about accepted practices for read-alouds. The findings support that children from socioeconomically disadvantaged backgrounds who are considered at risk for reading difficulties can enjoy and comprehend sophisticated picture books in whole-class settings. More research is needed to determine how teachers reading aloud to their classes can best foster enjoyment and comprehension. (Contains 1 table and 1 figure.)