Laws and legislation have resulted in children with special needs being placed in general physical education (GPE) classes with general physical educators. The purpose of this study was twofold; (a) to identify two practicing teachers with positive attitudes towards inclusion of students with mild to moderate disabilities and two teachers with negative attitudes towards inclusion of students with disabilities using Rizzo's (1993) Physical Education Attitudes Toward Individuals with Disabilities survey (PEATID), and (b) to investigate, through in-depth interviews, how their attitudes were formed and how it affected their teaching. Teachers with positive attitudes; (a) identified multiple focus areas and objectives in their teaching, (b) developed written lesson plans that incorporated several different teaching styles, (c) had received training in modifying and adapting physical education for students with disabilities, and (d) desired their students to be successful in their classes. The findings have implications for the field of physical education teacher education (PETE). PETE programs should develop programs of study that include adapted physical education classes. Additionally pre-service teachers should be taught how to plan, modify, and deliver developmentally appropriate activities for children with and without special needs.