The purpose was to describe the engagement of students with mild intellectual disabilities (MID) and their nondisabled peers (NDP) in regular physical education lessons and to determine whether this varied with gender, grade, or disability. Participants were 24 students with MID and 48 NDP. Data on student behavior were gathered using an Academic Learning Time-Physical Education (ALT-PE) systematic observation instrument. Each lesson, including one student with MID and two same-gender NDP, was observed on five occasions (120 total). Data from primary and secondary levels were pooled. A MANOVA with PE Time, PE Engaged, Motor Engaged (ME), and Motor Appropriate (MA) as dependent measures revealed significant main effects for disability and gender. Follow-up analyses disclosed that the only difference between boys and girls was PE Time and that engagement level showed no difference. Students with MID spent significantly less time (p is less than or equal to .01) than NDPs at each level