As an educational practice, inclusion challenges teachers to value and accept diversity, to collaborate with colleagues in all aspects of teaching, and to use instructional practices that have proven efficacy with heterogeneous classrooms. In this research, social construction was used as a theoretical framework to understand perceptions of disability in an inclusive school and student learning in the inclusive physical education classroom. This research utilized a qualitative case study design. Two third grade physical education classes were observed twice a week, over a sixteen-week period. In the first class, one student was identified as having significant language based challenges. The second class included a child with severe cerebral palsy. Data were collected from three primary sources: interviews, participant- observer, and document review. In depth interviews were conducted with the physical education teacher three times over the course of the semester. Semi-structured interviews were conducted with the paraprofessional, support personnel, classroom teachers, and administrators once over the course of the semester. Field notes were recorded through participant observation during sixty classroom observations. Documents collected for review included lesson plans, assessments, IEPs, curricular units and journals. Boyzaitis’s (1998) five-step process was utilized in the data analysis through the constant comparative method of coding the multiple data sources in developing the emerging theory (Merriam, 1998; Strauss & Corbin, 1998). Perceptions of disability for adults were historically and culturally situated. The administrators expressed views of disability and displayed practices grounded in the legal changes of PL94-142 and ensuing processes that occurred as students with disabilities were integrated into the public schools. The physical education teacher's construction of disability was grounded in her past experiences with marginalized adults and their histories of limited participation in physical education. Constructions of disability were displayed in her classroom through a sensitivity to student differences and an ecological acuity in her curricular and instructional methods. Students' constructions of learning were socially grounded in the group's ability to work together and the success of the group in completing the daily tasks. Students' constructions of disability were conditioned by adaptations and accommodations within the class, the location of these changes and the execution of these changes in meeting the learning goals. This research contributes to the growing literature base on teacher practices and student learning in heterogenous physical education settings.