Tilonia, a typical rural village of the State of Rajasthan (India), is home to the Social Work and Research Centre (SWRC). Since 1972, SWRC has brought educational services, safe drinking water, health care, and employment to villages in the area. It has started 150 night schools in 89 villages, where children who work during the day develop literacy and numeracy skills in an environment that values village culture, local history, and skills relevant to the area. This report describes the history, philosophy, practices, and innovations of the SWRC, the "Barefoot College." Sections discuss: (1) founding and early dilemmas; (2) the decision to move from reliance on "professional" expertise to working with the poor, for the poor; (3) nonnegotiable values of this "barefoot" approach--equality, collective decision making, self-reliance, decentralization, and austerity in thought and action; (4) development of night schools for poor children; (5) emphasis on girls' education; (6) selection and training of teachers; (7) role of the village education committee; (8) structure of the Barefoot College, which encompasses two campuses in Tilonia and various field centers; (9) self-employment training programs for rural youth; (10) programs on water and pump mechanics, community health, technology dissemination, solar energy, women's education, and rural industries and handicrafts; and (11) program replication in other parts of India. (SV)