This guide contains activities and resources to help adult learners develop the work-based foundation skills and knowledge areas included on the Foundation Skills Framework wheel (Institute for the Study of Adult Literacy 2000). Its four sections (basic employability skills, basic workplace knowledge, basic workplace skills, and lifelong learning skills) are based on the major areas of the wheel. Basic employability skills includes these foundation skills: demonstrates effective interpersonal relations, demonstrates self-management strategies, works in teams, solves problems, and makes decisions. Basic workplace knowledge includes applies health and safety concepts, understands process and product, demonstrates quality consciousness, understands finances, and works within organizational structure and knowledge. Basic workplace skills includes reads with understanding; writes clearly and concisely; listens with understanding; speaks clearly and concisely; applies mathematical operations, concepts, and reasoning; observes critically; uses technology; and locates and uses resources. Lifelong learning skills includes knows how to learn, applies skills and knowledge in new contexts, and manages change. Each section contains an individual module for each foundation skill. Each module includes key words/concepts; discussion questions to explore use of that skill or knowledge area in the workplace context; and activities to help adult learners develop and use skills, competencies, and knowledge areas in a workplace context. Each instructional activity is keyed to the corresponding foundation skill competency it addresses. Supplemental handouts are appended. (YLB)