This article begins with an example of a typical middle-school experience with literature circles. Students read a common text and come prepared to share and discuss the text based on individual roles they are assigned. Teachers are using this practice to address the complexity levels of texts in order to help students develop the skills they need to become college and career ready. Literature circles may focus on nonfiction or fiction and across all subject areas. The use of literature circles in the classroom is not a new idea. Differentiation is a common topic of professional development offerings in education. Mixed-ability grouping is a familiar practice at the elementary school level, and a key component within the flexible grouping model associated with middle school (Kulik & Kulik, 1992; Musoleno & White, 2010). However, combining literature circles with differentiation in a mixed-ability and mixed-grade environment is a concept stemming from applying innovative thinking to examine reading skill deficiencies. This article discusses each of these practices and how they can be used together to provide opportunities for increased student growth.