English as a Second Language programs have historically focused on Spanish-speaking students, but the ESL map is undergoing a dramatic transformation that is challenging K12 schools to cope with a burgeoning number of different native languages--more than 100 in some locations--as new immigrants arrive in districts across the country. The number of English language learners has increased by 65 percent between 1993 and 2004 compared to barely a 7 percent increase in the total K12 population, according to a 2006 study by the National Clearinghouse for English Language Acquisition. According to the Migration Policy Center, better than 70 percent of ESL students are Spanish-speaking. But the native tongues in many districts belong to recent arrivals from the former Soviet Union, a growing number of immigrants from Middle Eastern countries and Asia, and a large cohort of students--many of them refugees from war-torn or poverty-stricken lands--from the Balkan countries to Africa. This article describes how Minneapolis Public Schools meet these increasing ELL needs; lessons learned in West Springfield, Massachusetts; challenges to teacher training; and how ELL students are assets to increasing appreciation of other countries and cultures in the classroom.