The Freirean approach to adult literacy education bases the content of language lessons on learners' cultures and personal experiences. This approach has been used in the developing world in successful native and second language literacy projects sponsored by governments and voluntary organizations in both urban and rural settings. The two most distinct features of the Freirean approach are dialogue and problem-posing. Dialogue is used as a means in which two parties confront each other as knowledgeable equals in a situation of genuine two-way communication. In Problem-posing, cultural themes in the form of open-ended problems are incorporated into materials (e.g., pictures, songs, short stories) that are used to gnerate discussion. This questioning process leads students to define the real-life problem being represented, discuss it's causes, and propose actions to solve it. The Freirean approach can be used in native language literacy education and adapted for use in English-as-a-Second-Language literacy education. (VWL)