The development of a prototype computer-assisted second language listening comprehension test is reported. The project investigated the feasibility of computer-adaptive second language listening tests using microcomputer equipment and developing model testing software. Tests for French and for English as a Second Language (ESL) were developed. The specific testing issues addressed include: (1) the use of stored digitized speech for auto-cueing, (2) the interface of graphics and text, (3) the application of the American Council on the Teaching of Foreign Languages (ACTFL) proficiency guidelines to a computer-based listening comprehension test, (4) methods of item presentation, (5) various response handling strategies, (6) minimum hardware configurations necessary for implementation, and (7) the feasibility of storing and accessing test scores and demographic data on diskette. The report contains: an overview of the resulting system; descriptions of the system's architecture, hardware configuration, and software configuration; notes on system users; information on the file and database structure; application logic for the test and design modes of the program; data on hard disk configuration; and notes on testing the system and additional enhancements. A substantial sample of ESL screens and an ESL items tape script are appended. (MSE)