For the past 4 years, Alpena Community College, in Michigan, has participated in the Workplace Partnership Project (WPP), a federally funded grant program designed to provide literacy skills to individuals currently employed but lacking the background to keep pace with the changes of the modern workplace. The process for establishing classes at a site is designed to empower students as much as possible, establishing an advisory group to represent the concerns of everyone in the process, preparing directly applicable materials, and involving students in their own evaluation and assessment. The learner-driven curriculum is based on the premise that students know more about what they need to learn than the instructor does, and by listening, the instructor can offer them the relevance they have not found in traditional educational settings. Adult learners are results oriented, have little patience for bureaucracy, and may not have had positive experiences with education in the past. In order to be effective, workplace educators must overcome initial worker skepticism, and be prepared to scramble to prepare materials for the student-driven agenda. The instructor then becomes a facilitator, encouraging workers to be responsible for their own learning. Some WPP classrooms have undertaken efforts to improve their workplace and presented proposals developed in class to management. The program has shown that when students are empowered, they are just as concerned with workplace improvement as management. (KP)