This article describes a lesson plan model that applies principles of universal design for learning (UDL) and multisensory learning centers to the framework of a traditional direct instruction spelling lesson for elementary students with learning, social, and attention problems. It reviews essential components of UDL and demonstrates how to incorporate multiple means of representation, engagement, and expression with elements of direct instruction. In a pilot project, a traditional lesson plan for teaching high frequency spelling words is expanded to account for student characteristics, their potential academic barriers to learning, and appropriate UDL supports for each. Three multisensory centers used during independent practice to activate auditory, tactile, kinesthetic, and visual senses and provide multiple opportunities for student access and participation are described. Step-by-step procedures for making and using whisper phones, sand trays, and magnet letter centers are presented. Also included are directions for students, a teacher checklist, and a video clip demonstration of each center. (Contains 4 figures, 3 tables, and 2 boxes.)