This study examined the impact of contextual and individual factors on the implementation of professional development (PD) content in the area of word study and fluency by three upper-elementary special education teachers. The PD effort included an initial PD institute, monthly cohort meetings, an online community forum, coaching, and opportunities for self-reflection. Interview data, observation field notes and ratings, meeting transcripts, and knowledge surveys were collected and analyzed. Using case study and cross-case analysis, three interrelated themes emerged that differentiated participating teachers' ability to effectively integrate the PD content into their classroom instruction: (a) content reading knowledge and pedagogical skills, (b) motivation to participate in the PD and to change instructional practice, and (c) individual teachers' willingness to enhance or modify the curriculum used in the classroom. Information related to these themes and their interrelationships is reported along with the implications for future research and practice in PD for special educators. (Contains 2 tables and 1 figure.)