In the United States, illiterate adults account for 20 percent of citizens over age 16. Yearly, 5 percent of these adults without a high school diploma are enrolled in Adult Basic Education (ABE) courses, which offer few appropriate counseling services. In order to study the counseling services available to ABE students in Maryland, on-site visits of current facilities and surveys of participants were conducted. On-site visits gathered data on the size and scope of the program, counseling materials, scope of counseling services, and projected program needs. Survey information was gathered from counselors (N=27), teachers (N=119), and students (N=848) of these programs. The student survey focused on the types, sources, and availability of assistance; the teacher survey incorporated the student survey, and sought information on student numbers, counseling related activities, and counseling needs. The counselor survey incorporated the two previous surveys and documented the types and number of direct services, and in-service training needs. An analysis of the findings led to a recommendation for the development of comprehensive counseling services on three levels: (1) entrance services should advertise availability of services, provide orientation, and academic planning and support groups; (2) on-going services should monitor academic progress and provide career guidance and support; and (3) exit services should include pre-exit interviews and follow-up. It was concluded that an array of paraprofessional and professional service providers would be most beneficial in meeting the ABE students' needs. (BL)