This paper is a description of a union-sponsored workplace literacy program conducted in a large metropolitan hospital. The section following the introduction presents the research methodology, including data collection and data analysis procedures. The section entitled "The Making of a Workplace Literacy Program" looks at the planning stages of the program, including the selection of educational model, start-up, and shaping of the curriculum. The next section, titled "Teacher Talk," discusses the class organization and how the structure of lessons and interaction shaped participation, learning, and the type of literacy to which people were exposed. The fifth section, titled "Student Talk," discusses what student-driven learning looked like in this program, as opposed to teacher-driven interaction. "Dealing with the Issues" looks at issues of attendance and how certain assumptions about adult students, what they know, and what their interests are influenced retention. It also reexamines the educational model proposed for this workplace program in light of the preceding analysis. The final section addresses these lessons learned: the complexity of implementing a workplace literacy program; how the unique characteristics of a workplace influence program development and implementation; workers' diverse interests and goals; pedagogy as a main concern; and importance of staff training. (Appendixes include 68 references and some program forms.) (YLB)