Resource materials and program planning guidelines are set forth for the creation of a multi-level, modular program in English as a second language for adult learners. An overview of the modular system briefly discusses staff requirements, program designs, and laboratory materials. The role and duties of the teacher aide are treated. Seven specific modules are described: grammar, spelling and handwriting, dialogue practice, reading, listening (16 specific lessons are given), composition, and vocabulary development. The following materials are included in module descriptions: (1) bibliographies; (2) structural course plans which detail objectives, materials, procedures, and means to motivate students; and (3) lesson plans. A chapter on supplementary enrichment discusses field trips, social activities, and audiovisual activities. Methods of evaluation and testing that are discussed include observable behavior, opinion surveys, oral interviews (including an example), written tests, and student evaluation of the class. A brief annotated source list of tests is appended. (JB)