Guidelines are offered for creating content-based, English-language instructional units for a first-year introductory art history course at an international college. The guidelines are meant to help Japanese students at a low level of English proficiency in a course being taught by a native-English-speaking professor. curriculum focused on development of knowledge about art history while fostering information processing, critical thinking, and meaningful communication skills. The first step is to determine objectives for both art history and language skill development, by identifying key content-area ideas and concepts and analyzing texts used in the discipline. Instructional materials are then sequenced, linking content assignments closely to language exercises. Activities are also designed to balance an academic focus with affective objectives, including responsiveness to art and self-expression. Activities found to engage and maintain student interest include jigsaws, paired dictation, paired questions, and role-playing. Repeating activities in different units, structuring assignments to focus student attention, linking abstract to concrete with visual aids, incorporating multiple media, linking curriculum to current events, encouraging students to contribute personal knowledge to the curriculum, allowing student needs and interests to surface, and constant monitoring of student progress are also found to be effective techniques. (MSE)