How can classroom teachers maximize the learning potential of their adult basic education (ABE) students while, at the same time, attending to differences among them? Instead of expecting learners to adjust to the lessons they plan, teachers need to plan their lessons to adjust to the learners at hand. To do this effectively, teachers need to understand and know their learners, including their learners’ current skill levels, strengths and challenges, interests and preferences, and needs and goals. The challenge is for teachers to ensure that the needs of all learners are equally valued and equally served. Differentiated instruction is an approach that does just this. This article defines differentiated instruction; describes ways in which teachers can differentiate content, process, and product; suggests instructional strategies; and outlines challenges in implementing differentiated instruction.