In 1999-2000, over one-third of all students in the 30 Abbott districts spoke a native language other than English, and more than one-tenth were considered limited English proficient (LEP). The proportions of LEP students varied considerably across the districts, but they comprised between 5% and 29% of total enrollments in 18 of the districts. While the Abbott Decisions do not explicitly mention LEP students, their marked presence in the Abbott districts means that their needs must be taken into account in reform efforts. The purpose of this chapter is to help educators in the Abbott districts--especially those involved in school leadership councils (SLCs)--make informed decisions that will maximize the benefits of the Abbott mandates for LEP students. The chapter is organized into five sections. In section one, barriers to LEP students' access to learning are discussed. Section two summarizes effective instructional practices for LEP students. The third section discusses key challenges educators in Abbott districts face in addressing the needs of LEP students as they implement standards-based, whole-school reform (WSR). Section three also suggests several strategies for addressing each challenge. In section four, examples are presented of other schools working to integrate LEP students in their school reform efforts. The last section provides a list of resources that might be useful to educators in Abbott schools regarding standards-based reform and the education of LEP students. The following are appended: (1) Table 1: Abbott District Enrollments 1999-2000: LEP and English as a Second Language (ESL) Speakers; (2) Definitions; (3) Laws and Regulations regarding the Education of LEP Students; and (4) Descriptions of Schools Working to Integrate LEP Students into School Reform. (Contains 2 figures and 1 table.) [Support for this resource guide was provided by the Victoria Foundation and the Schumann Fund for New Jersey.]