This chapter will explore the role of discussion in developing the reading comprehension and critical thinking skills of students with reading disabilities, whether used in the pull-out resource or inclusion classroom. While the initial theoretical discussion is designed to buttress our notion of the level of cognitive engagement that classroom discussions support, the following targeted review of the literature highlights the tools that promote effective discussions in a variety of classroom settings. In all, we hope to persuade the reader of the power of whole class and small group discussions of text to engage and empower readers of all ages and abilities and transform the nature of the classroom learning environment.