This study described and compared the reading of sixth and eighth grade students both in and out of school using a unique data set collected with the Experience Sampling Method (ESM). On average, students read forty minutes a day out of class and seventeen minutes a day in class indicating that reading is a common leisure practice for adolescents and an uncommon activity in middle school classrooms. Consistent with other studies, girls read more out of class than boys, as did students whose parents were more educated. Less in class reading was done in higher social class than working class communities. Family members were the most common companions while reading at home, suggesting the continued importance of family involvement during middle school. Students felt more intrinsically motivated and in control when reading out of class but more positive, involved, and goal directed when reading in class. They found reading easy, and believed that they were both skilled and successful at reading in both contexts. Finally, the reading experiences of successful, average, and struggling students were compared. Successful students were less likely to multi task and felt more momentary success, less momentary involvement, and less challenge when reading. Results suggest approaches for developing the reading habits of middle school students such as the importance of including students as partners and of providing a broad range of reading materials. (Contains 5 footnotes and 4 tables.)