Phonological awareness (PA) can be defined as the ability to recognize that orthographic patterns represent specific phonemic elements of speech (Nitrouer, 1999). Alternatively, some view PA as a purely linguistic skill that involves the ability to recognize and manipulate specific speech sounds (e.g., Catts, 1991). A large body of research indicates the primary problem for children who do not learn to read is a deficit in PA (e.g., Morris et al., 1998; Stanovich, 1988). Far less work has examined what drives the development of PA (Metsala & Walley, 1998). Recently, it has been suggested that oral language skills influence the acquisition of PA (e.g., Dickinson, McCabe, Anastasopoulos, Peisner-Feinberg, & Poe, 2003; Olofsson & Niedersoe 1999). The primary purpose of this study was to examine the development of PA skills in children classified with a reading disability who evidenced either typical or below-average oral language skills based on measures of receptive vocabulary, expressive vocabulary, and listening comprehensions skills. In addition, this study examined whether differing conceptualizations of PA resulted in differential findings concerning the relationship between oral language skills and PA. Finally, this study examined the relationships that exist between different domains of language and different aspects of reading achievement. Elementary school age students participated in the study with 211 students receiving 70 hours of small group reading intervention. Sixty-eight students served as a control group. Children’s PA was assessed at three time points throughout the school year. Repeated measures ANCOVA and HLM analyses were conducted with letter sound knowledge and phonological processing skills as dependent variables. Students with below-average oral language skills evidenced significantly (p < .05) lower scores on both measures compared to students with typical oral language skills. Children with below-average oral language skills did not acquire PA skills at a significantly slower rate than children with typical oral language skills. Analyses also indicated that the relationship between oral language skills and PA skills remains consistent across different conceptualizations of PA. SEM analyses showed that receptive vocabulary and expressive vocabulary knowledge independently contributed to PA skills. Only expressive vocabulary knowledge entered into a relationship with word identification skills.