National educational reform presents an unprecedented opportunity to combine policy options, the best technological knowledge, and American concerns about equity and fairness. There are three principal concerns regarding equity in assessment of Limited-English-proficient (LEP) and other student populations: (1) if students are not assessed because of a lack of instruments, they will fail to benefit from the presumed desirable effects of assessment; (2) if LEP students are assessed in English on subject matters such as mathematics, their performance will be handicapped to varying degrees by their lack of English skills; and (3) all students must be provided the opportunity to learn. This paper seeks to describe and define alternative assessment and characteristics; to review the evidence in support of alternative assessment or performance-based assessment; to consider the validity of alternative assessment when it is applied under various policy options; and to present an example of research and development in alternative assessment being conducted at the Center for Research on Evaluation, Standards, and Student Testing (CRESST). Responses to the paper by Lorraine Valdez-Pierce and Peter M. Byron are appended. (VWL)