This study examined issues concerned with the participation of students with disabilities or with Limited English Proficiency (LEP) in Minnesota's Profile of Learning, a taxonomy of learning expectations covering 13 different curricular areas across four different developmental levels (grades 3, 5, 8, and graduation level). Representatives (teachers and administrators) from 24 pilot sites across Minnesota participated in focus groups and 22 participants responded to a survey concerning participation of these students in the classroom performance tasks developed to evaluate these standards. Analysis of responses indicated: (1) nine reported having introduced the Profile of Learning to students with disabilities or LEP students; (2) many respondents indicated a need for accommodations or modifications such as making tasks easier, modifying the scoring system, and allowing extended time; (3) nine respondents thought accommodated packages should be scored differently; and (4) five respondents felt guidelines about student participation were needed. Focus group participants identified incentives and disincentives for including these students. They also felt the Profile would have a positive impact on the curriculum, but were concerned about limited resources for implementation. (DB)