An instructional strategy designed to meet the needs of limited-English-proficient (LEP) adult students grouped heterogeneously in classes is presented. The approach is intended to assist in curriculum design and implementation in situations in which, because of limited student numbers, students in adult basic education, English as a Second Language (ESL), General Educational Development (GED), and pre-GED classes must be taught together in a single classroom. The strategy is also intended for students with the same home language. Layered instruction is the efficient introduction of new content or concepts to classes containing multiple ability groups. Students are classified by six LEP skill levels, and learning activities aimed specifically at the needs of each skill level group are introduced. Subsequently, each group works independently. The activities for each group are variations of the same activity with adjustments in language. The approach is most easily adapted for math, science, and social studies or citizenship education, but may also be used for English language arts. The guide discusses grouping of adult students, appropriate use of the method, principles and implementation of layered instruction, options for physical arrangement of students within a group, and teacher expectations. A sample lesson on voter registration is included. (MSE) (Adjunct ERIC Clearinghouse on Literacy Education)