The purpose of this study was to examine pictorial representations, whether in static or dynamic modalities, and their impact on student learning in a classroom with low-achieving students. The investigation emerged from a classroom teacher's action research project. During a three-week fraction unit, nineteen third-grade low-achieving students participated in two groups--a Dynamic Virtual Manipulatives (DVM) group using virtual manipulatives, and a Static Pictorial Models (SPM) group using pictorial models. Students in both the DVM and SPM groups showed significant improvements between the pre- and post-tests of fraction concepts. Students' visualization skills increased while using pictorial models, in both the static and dynamic modalities. (Contains 1 table.)