The background, research, development, and recommended use of a set of instructional materials for teaching listening comprehension to adult learners of English as a second language are outlined in detail. The materials were developed in response to a need for real-life language samples for use in teaching listening comprehension of English. A series of videotaped episodes with native speakers engaged in nonacademic language use situations formed the basis for accompanying written materials. The review of research, pedagogy, and materials discusses previous work concerning listening and reading, the listening act, pedagogical implications, and existing materials. The outline of procedures and methods chronicles the making, classroom implementation, and evaluation of the materials' success. A separate section on the materials' evaluation includes summaries of teachers' responses to general and yes/no evaluations, a sample episode evaluation, and the researcher's own evaluation. Implications for future research are examined. Appendices include the texts of the written materials, a chart summarizing existing materials, a situation checklist, a list of alternate expressions and sample student homework, and the evaluation forms used. (MSE)