Curriculum materials are integral to the teaching and learning of mathematics and have been described as having the most influence on what teachers actually plan for and enact in their classrooms. In this paper we describe how two teachers with varying years of experience, but similar experiences with curriculum materials, use curriculum materials in planning. Through a semi-structured think-aloud interview, we describe what teachers attended to, how they interpreted what they attended to, and how they decided to respond to the curriculum materials when planning a hypothetical lesson on slope. [For the complete proceedings, see ED583608.]