ABSTRACTThis qualitative research study investigated how literature circles provide an optimal differentiated learning context for high-ability (sixth-grade) readers that centered on the connection between critical pedagogy and collaborative reading of sociocultural issues. The research questions focused on the ways that literature circles provide differentiated learning opportunities, how literature circles provide a context to consider multiple viewpoints, the types of new texts and identities that gifted students create, and the types of analytical reasoning and critical thinking skills gifted sixth-grader readers demonstrate in literature circle interactions. This study was conducted in one sixth-grade gifted reading classroom. Data was collected through a number of procedures that included participant observation, field notes, anecdotal records, interviews, questionnaires, audiovisual transcripts, and student-produced artifacts. Data analysis was conducted using principles of ethnographic coding, grounded theory, and discourse analysis.This study found literature circles provide zones of opportunity for gifted middle school students, a forum for gifted readers to consider multiple viewpoints on issues of social justice, a context to try out new subjectivities and create counter texts, and a forum for gifted readers to apply their analytical reasoning and critical thinking skills by taking a critical stance, creating intertextual connections, and resymbolizing the unfamiliar worlds in texts into understandable worlds through lived experiences.