The aim of this study to identify the needs of the adult learners, that drive them to join literacy classes. The researcher applied her research tools on a sample of 134 learner, 42 school headmasters and headmistresses, 10 supervisors and 13 experts and specialists. The subject of the study is "The reading topics of Arabic Language textbooks for grade one and two literacy classes". The research tools used were: 1. Personal interview forms that included open-ended questions to learners about their motives to join literacy classes, and their opinions regarding 'reading topics. In additions to that, a question has been asked to headmasters and headmistresses about the motivations of learners to join literacy classes. 2. A questionnaire that looked into the importance of each need that was collected by the researcher through personal interviews, from pervious studies and educational literature, 3. A form to analyse the contents of the two key reading textbooks for literacy classes in Basic Education. This analysis is required so as to identify needs that are satisfied and needs that are not satisfied. 4. A list of suggested topics includes topics based on urgent needs of the learners that have been neglected in the current textbooks. Content analysis method has been used in dealing with the content of both textbooks. The statistical approach that has been used was represented in repetitions, percentages, and means. Standard deviations, relevant importance and correlation coefficients. The study has resulted in the followings: 1. Headmistresses, teachers and learners have mentioned a set of factors that push learners to join literacy classes Reading the Holly Quran and the Prophet's Sayings, and up bringing of the children are no top of the needs that they seek to satisfy. 2. Religious needs of learners come in top of important fields followed by family and social needs, then personal needs, followed by professional and economic needs and finally educational and cultural needs. 3. It is obvious that there are religious and national approaches in the textbooks. Civic and religious topics prevail other topics. 4. There is a set of topics suggested by researcher and approved by specialists. Researcher has classified these suggested topics under different identified needs. The Study concludes a set of recommendations relevant to its results. Some of these recommendations are: The necessity for identification of learners' needs prior to setting up of curricula and to writing of textbooks. - The necessity of evaluation of current textbooks from time to time to get them developed and modernized in a way that cope with the age in which live. - Keeping away from children stories and from topics that treat adults in the same way they treat children.