This qualitative study examined the scaling up of the Schoolwide Enrichment Model in Reading (SEM-R) in 11 elementary and middle schools in geographically diverse sites across the country. Comparative case study analysis was used, with 11 in-depth case studies summarizing findings from both SEM-R and comparison classrooms. Teachers in the 11 schools were assigned to implement the SEM-R for 3 hours each week as part of their reading program or to serve as a comparison classroom, where they continued teaching their regular reading curriculum during their reading block. Three core student categories emerged across all schools, beginning with increased student enjoyment in reading for students using SEM-R, the ways that the SEM-R challenged talented readers, and increased student self-regulation. Teacher findings focused on the successful use of differentiated reading instructional practices, and the professional benefits and challenges experienced by teachers during their successful implementation of the SEM-R.