The purpose of this study was to investigate the effects of a modified system of least intrusive prompts on text-dependent listening comprehension for four middle-school-aged students with intellectual disability and autism during read-alouds of adapted grade-level biographies. A system of least intrusive prompts was modified by inserting a rule for answering "Wh" questions and an opportunity to hear sections of the biography again. The procedure was evaluated via a multiple probe design across students. Outcomes indicate that all students improved listening comprehension after intervention and all students maintained high levels of correct responding 2 weeks after intervention. In addition, three students generalized skills to new biographies. The need for future research and implications for practice are discussed. (Contains 4 tables and 3 figures.)