This program was developed and implemented to increase adult ESOL students' chances to participate in conversations with each other, thereby increasing both their fluency and their confidence. Additionally, a target group with both low language levels and low confidence was separated from the higher achievers in order to decrease their embarrassment with speaking in front of the entire group. The objectives were an 80% success rate for the target group in the areas of how they viewed their own speaking abilities, their performance according to a standardized oral test, and their level of anxiety while speaking English. There was improvement in all three areas, but the most objective measurement, that of spoken oral performance, not only met the 80% objective, but surpassed it. Obviously, this was the area of the most significant improvement. The following are appended: (1) Basic Student Data; (2) Pre-Post Survey, Adult ESOL Class; (3) Background Interview with Site Administration at Community School A; (4) Model FSI Test Questions; (5) FSI Test Questions; (6) Selected Results of Student, Pre Survey and FSI Test; (7) Final Class Attitudinal Survey; (8) Two-Person Interview, Entire Class; (9) Listening Chart for Student Interviews; and (10) Selected Results of Student, Post Survey and Second FSI Test.