The study presented here utilized a cross case comparison of three different professional development programs to examine the contextual factors associated with uptake related to what teachers learned related to content, pedagogy and the resources used in their professional development (PD) workshops. From a theoretical perspective this study draws on a situative perspective to guide our analyses on how uptake across different PD projects impacted teacher learning. Findings indicate that teachers' perceptions of learning may be associated with explicit goals and intentions of the PD program, their perceptions of community and the relevance of the content, pedagogy and resources provided to their everyday work in mathematics classrooms. Differences were found to be related to where they fell on the adaptive-specified continuum. [For the complete proceedings, see ED629884.]