A demonstration project designed to improve identification and instruction of adult learners of English as a Second Language (ESL) with learning disabilities is reported. Of 50 students, most older adults, in two ESL classes, 13 students were referred for further assessment and specialized instruction from a learning disabilities specialist. Cultural and language differences and varying levels of education required special attention. These students were assessed for learning style, level of cognitive development, and English language skills (oral and literacy), and were provided with pull-out tutoring from the beginning of the year and team teaching in the regular classroom during the last 2 months. In general, the ESL teachers felt the students had been selected appropriately for intervention and that the tutoring was helpful; concern about the pull-out format was expressed in that teachers felt tutoring should still be done, but as an addition to the regular classroom work. Teachers also expressed approval or disapproval of specific strategies, materials, assessment instruments, and use of translators. Student achievement gains included higher language test scores and improved phonemic awareness, reading skills, calculator skills, and keyboard familiarity. Slight improvement in communication skills was noted. Recommendations for further action are made, and supporting documentation is appended. (MSE) (Adjunct ERIC Clearinghouse on Literacy Education)