The purpose of this quasi-experimental study was to (a) compare Tier 2 evidence-based intensive reading instruction to business-as-usual instruction for sixth graders with and without learning disabilities who were “far below” or “below” basic level in literacy and (b) explore the development of a response-to-intervention model in middle school. The study took place in a large inner-city urban setting, where 100% of students received free or reduced-price lunch and 90% of the students were considered English learners at some point in their school history. Intervention students received intensive small-group instruction for 30 hours across 10 weeks. Credential candidates in special education provided the small-group instruction in the treatment condition. Results on oral reading fluency, less so for Maze reading comprehension measures, indicated greater improvements for treatment students, and students with learning disabilities benefited as much or more than the other struggling sixth graders. Educational implications and recommendations for future research are discussed.