The instructional program in English as a second language (ESL) followed by a family of 12 Hmong refugees in a small midwestern town is described. Eight of the younger members of the family met for one hour three times each week. Instruction was under the guidance of two teachers, thus allowing for individual help. Other volunteers assisted from time to time. Course content focused largely on natural situations; realia were used almost constantly. Currency was used to introduce counting as well as principles of money management. Cuisenaire rods lent themselves to representing a variety of objects, shapes, and physical characteristics. Class members themselves and teachers became realia in exercises in weights and measures, giving directions, activities with the hands, and personal names. Although there was some adaptation of textbook material, the reliance of texts on urban situations forced the extensive use of personally developed word lists. A list of useful addresses and materials is appended. (JB)