This guide is intended for individuals and groups who are interested in developing resource material for highly participatory, small, democratic adult discussion groups that are based soundly on adult learning principles. Suggestions are provided for preparing learning circle material that will be balanced, authoritative, and help people in thoughtful discussion, and that will do the following: be learner friendly by using and valuing existing knowledge and experience and by providing a forum where people feel okay about what they don't know; take a holistic approach, where problems and issues are placed in a broad social, economic, and political context; and have action outcomes that are not prescribed, but groups may consider and decide upon various possibilities. Planning the learning circle is best done through developing a communication plan that defines the issues, target audience, objectives, and key questions and that identifies resources needed for the project and considers methods of evaluation. Some principles for preparing materials are as follows: (1) consider guidelines for a productive discussion; (2) provide factual background information; (3) provide opportunities for people to localize the material; (4) remember that learning circles should lead to change and/or action; (5) organize the material; and (6) evaluate the materials by testing them with a group. The document contains contact information. (MO)