The Census 2000 Brief (U.S. Department of Commerce, 2004b) indicates that English is not the heritage language of approximately one in five Americans, and the number of limited English proficient (LEP) students, also known as English language learners (ELLs), grew about 50 percent in the last decade. It is estimated that nearly 400,000 ELL students in grades K-12 were identified as needing special education services in the school year 2001-2002 (McCardle, McCarthy-Mele, Cutting, Leos, & D'Emilio (2005). Paradoxically, there is an over-representation, and also an under-representation, of students in special education programs (Artiles & Ortiz, 2002; Klingner et al., 2006; Individuals With Disabilities Education Act Amendments, 1997). More research needs to be conducted to decipher whether ELLs struggle to develop literacy because of their limited English proficiency or because they have a learning disability (Klingner, et al., 2006). Not surprisingly, general education (GE) teachers hesitate to refer students to special education because they are unsure if the challenges these ELLs face relate to a second language acquisition or a learning disability (LD) issue (U.S. Department of Education, USDOE, & National Institute of Health and Human Development, NICHD, 2003). According to Artiles, Rueda, Salazar, and Higareda (2005), the pattern of over-representation of students in special education programs often occur in districts with a sizable ELL population, especially among older students with limited proficiency in both their first language and English. It is not known how districts determine placement of students in these programs; their decision may be based on students' lack of proficiency in the first language, family poverty, assessment procedures, or referral bias (Artiles & Klingner, 2006). Hence, the task of identifying ELLs for eligibility in special education becomes complex for educators who must still carry it out this task in their local contexts. Who are ELLs? Who are ELLs with LD? Who are GE teachers of these students? What type of professional development do all teachers need to work with all students? In this article, the author acknowledges that, while researchers have yet to assert with confidence that the difficulties ELLs face in school are attributed to a language acquisition issue, a learning disability, or both, all teachers are expected to address the complex needs of students under their care. This article suggests collaboration between GE and special education (SE) teachers, other specialists (ESL/ELD, speech, reading), and/or staff to work together to design appropriate learning experiences for ELLs and ELLs with LD. The author also suggests research-based methods and strategies that all teachers can use in the least restrictive environment (LRE) to provide sheltered instruction within the context of culturally responsive pedagogy.