The objectives of the study are: (1) to illustrate the need anlysis carried out by the English teacher in terms of its content and context; (2) to unearth the preparation of the material in terms of adoption and adaptation; and (3) to describe strengths and weaknesses of the material. This research uses qualitative research as an approach. This research is narrowly focused on the case study on English material development at SMP Al Muayyad Surakarta. The data sources of data used in this research are events, informans, and documents. The researcher uses purposive sampling in this research. The data are collected through observation, interview, documentation, and questionnaire. The researcher used triangulation technique to make data credibility. In this research, the researcher used method triangulation because she triangulated the data from the documents analysis, observations, questionnaires and interview. The technique of data analysis in this research is descriptive qualitative. Using this technique, the writer conducts data collection, data reduction, presentation, and conclusion.   The findings of the research showed that (1) Need analysis conducted by English teachers at SMP Al Muayyad Surakarta holds on the purposes of English teaching learning at SMP as stated in KTSP Curriculum with TSA, PSA, and LSA stages. In TSA, the teachers analyzed students% daneeds by holding on the purposes of English teaching learning at SMP as stated in KTSP Curriculum. Besides, the teachers also recognized student? needs to pass National Examination and comprehending kepesantrenan aspects. In PSA stage, the teachers adjusted the texts and vocabulary in textbook focusing on Islamic teaching. In LSA, the teachers focused on „target-centered? that is, providing exercises based on Bedah SKL and kisi-kisi; (2) In preparing the materials, the teachers implement the adoption and adaptation. Based on the theory, adoption and adaptation process include adding; extending and expanding, deleting; subtracting and abridging, simplifying, recording, and replacing materials but the English teachers of SMP Al Muayyad Surakarta only carried out adding, deleting, modifying, and reordering. The teacher did not carry out the processes of extending and expanding, subtracting and bridging, simplifying, recording, and replacing materials; (3) The strength of the material development covered three competencies attitude, knowledge, and competence skills. It is sufficient enough for students as  the variety of learning sources which can enlarge student?s engagement in teaching-learning. The weakness of the material development is the scenario made in the developed materials is to provide a series of learning activities by involving students doing the tasks. The structure used in the material is reading, speaking, listening, and writing, but the structure does not reflect the natural use of the language. 
Keywords: English, material development