This study examined the effects of the SRA FLEX Literacy (FLEX) program provided to 44 middle school students considered at risk for reading failure as compared to their peers who were not at risk in reading (N = 197) who received instruction in the Holt Elements of Literature series. Two outcome measures were used to judge the effects of the programs on reading improvement--the Scholastic Reading Inventory® (SRI) Lexile assessment and the oral reading fluency (ORF) measure included in AIMSweb. Results indicated the FLEX students demonstrated greater SRI Lexile gains than did the comparison group. Additionally, the FLEX students demonstrated significant improvements in their AIMSweb ORF scores. These results are discussed in relation to the need for effective adolescent literacy programs for students at risk for school failure; areas of future research are also noted.