Re-arranging

I have a reinforcement class in which most students are special ed and I have to gear the work toward the special ed students. I have some exceptionally smart students in there too that are not getting the education that they deserve. I don't really know what to do about this. The behavior in this class is horrible of course because of all of the behavior modifications that are required. Most need individual attention and that is fine,but I have a big class for a reinforcement class. I do have a special ed teacher that is in there with me, but he is just there to back me up. He has no clue about Biology and it is hard sometimes. I have talked with the registrar about getting some of the kids that don't need reinforcement out of that class for next semester, but the students that can be switched are not the really bright students that I was hoping to get into another class where they can excel. I would have two assignments in the class, one for the special ed and one for the other students, but by the time I get the special ed students going I don't have time to get the others going. If I try to get the others going first, the special ed students get off track and I can't get them back. It is a catch-22 and I am not sure what to do about it.