This article discusses how the ESL program at an ethnically/linguistically diverse community college (between San Diego and the Mexican border) moved from a general, grammar-based ESL curriculum to a content-based instruction (CBI) curriculum. The move was designed to better prepare 1st- and 2nd-generation immigrant students for freshman composition and mainstream content classes. The article describes the author's challenges and successes in implementing this new curriculum in her classrooms, particularly with beginning-level immigrant ESL students. The author provides a close look at 6 portfolios by students with whom that author worked for 3 semesters. The chapter ends with reflections on how this experience can help other instructors whose programs and classes undergo major curricular changes.