Dialogic reading is an evidence-based practice for preschool children who are typically developing or at-risk (WWC, 2007). However, there is limited research to evaluate if dialogic reading has similar positive effects on the language and preliteracy skills of preschool children with disabilities (WWC, 2010). This quasi-experimental study examined the effects of dialogic reading, with the incorporation of pause time, on the language and preliteracy skills of 42 preschool children with disabilities within 5 inclusive and 7 self-contained preschool classrooms. Following random assignment of students at the level of the classrooms, participants were equally distributed into an intervention (n=21) and a comparison group (n=21). The intervention consisted of dialogic reading, with the incorporation of pause time, based on the Read Together, Talk Together (RTTT; Pearson Early Learning, 2006) program kit. The targeted outcomes were receptive language skills, expressive language skills, and preliteracy skills. Children received either dialogic reading or typical storybook reading for 10 to 15 minutes per day, three days per week, for six weeks (i.e., 18 sessions in total) in small groups. The Peabody Picture Vocabulary Test-4th Edition (PPVT-4; Dunn & Dunn, 2007), Expressive One-Word Picture Vocabulary Test-4th Edition (EOWPVT-4; Martin & Brownell, 2011), Get Ready to Read!-Revised (GRTR-R; Whitehurst & Lonigan, 2010), and the ‘Which One Doesn’t Belong’ and Picture Naming subtests of the Individual Growth and Development Indicators of Early Literacy (IGDIs-EL; McConnell, Bradfield, Wackerle-Hollman, & Rodriquez, 2012) were used as pre and posttest assessments. A researcher developed near transfer test of receptive and expressive vocabulary words was also administered pre and post intervention to determine if words specifically targeted during the intervention were learned. These standardized and researcher developed measures were analyzed with one-way ANCOVAs, using pretest scores and age as covariates to determine within and between group differences. The Johnson-Neyman procedure was utilized as necessary when violations of heterogeneity of slopes occurred. Following the intervention period, children in the intervention group scored significantly higher on the receptive and expressive near transfer vocabulary assessments. This occurred both for words that were specifically targeted during dialogic reading, as well as additional vocabulary words in the storybook.