This report describes how a one-year program prepared 30 people to be professional teachers of Adult Basic Education, with emphasis on Teaching English as a Second Language. The program utilized a team structure in modular modifications of existing course structure, including modules of field experiences, directed teaching, paid experience in adult school teaching, and other innovative methods and experiences in a competency-based teacher education program. The report is an endorsement of the premise that professionalization of teaching is essential to the improvement of adult education, generally, and of Adult Basic Education, specifically. The report's conclusions agree that the USC-ABE program provides a framework for professional preparation of adult school teachers and that the project met its obligation to be a national model by being exemplary and replicable, subject to adaptation. (Author/DB)