This instructional module is part of a project to reform current school curricula, improve instructional services for handicapped and at-risk limited-English-proficient (LEP) and language minority students, and provide innovative leadership in higher education related to programs for LEP persons. The materials contained in the module are designed to help in training personnel to serve this population, and are intended for use by consultants providing in-service education to teachers and administrators. This module, the third in a series of five, provides an overview of the language development of handicapped and at-risk LEP and language minority students and offers field-tested resources and suggestions for developing the English language proficiency of such students. Each section contains a series of critical points to be elaborated on by the consultant, suggested activities for participant involvement, and masters for handouts or transparencies. A list of references and resource materials is appended. (MSE)