Lack of reading motivation impedes upper elementary and secondary school students' willingness to improve critical reading skills and strategies to be successful in school. Struggling readers often show a negative attitude towards reading tasks and manifest low motivation to read. Although the importance of motivation is clear, there is limited research on reading motivation of struggling adolescents with disabilities. This study examined whether reading motivation of struggling readers with and without disabilities significantly changed after an eighteen week period of reading instruction in two elementary schools and one high school in a Midwest state of the United States of America (USA). Findings yielded significant improvement in motivation for adolescents without disabilities while motivation scores declined for students with disabilities. An overview of students' answers to survey questions is provided and some evidence-based methods that teachers can utilize to improve reading motivation of upper elementary and high school students are summarized. (Contains 4 tables.)