This paper describes the evolution and implementation of an interdisciplinary freshman program in world civilization designed to integrate history content with advanced English-as-a-Second-Language (ESL) composition, focusing on academic language use. In it, a three-credit history course is paired with a six-credit ESL composition course. The program is also intended to help shorten the time ESL students spend in non-credit, developmental/remedial courses and to save these students' financial aid to pay for required courses. The history course consists of a large lecture section of approximately 100 students, about half of whom are freshman ESL students. The role of the ESL composition teacher is to show students how to conceptualize and manipulate major historical themes while expanding their English language skills. The history teacher is required to prepare for and accommodate ESL students in the syntax and vocabulary of lectures, assignments, and tests. The program brought 62 percent of ESL students not eligible for core courses safely through the history course with grades of C or better, compared to 54 percent for core-eligible students concurrently enrolled in freshman composition, and generally fared better than other comparison groups. (MSE)