The need for and development of a program in English as a Second Language (ESL) and functional English literacy for nursing home workers are outlined, and suggestions are offered for others desiring to start such a program. Anecdotal information and a needs assessment, in combination with Massachusetts state standards for nursing home workers, led to the design of an instructional program for employees of two nursing homes, one unionized. Characteristics of the 34 participating students, program rationale, and what has been learned from the experience are described briefly, and the remainder of the guide outlines the process, design, and content of a comparable program. Information is included on choosing an instructional provider, recruiting and assessing students, selecting teachers and coaches, and trouble-shooting for attitudinal, racial, and cultural problems that may arise. The last section provides a sample ESL lesson, an extensive nursing home vocabulary list, and a list of adult literacy, workplace education, and long term care resources. (MSE) (Adjunct ERIC Clearinghouse on Literacy Education)