How do ABE/ESOL (Adult Basic Education/English for Speakers of Other Languages) programs shape adult learners, and how do adult learners, in turn, shape their programs? Beyond the acquisition of important skills (such as greater fluency in the English language) what are the bigger internal meanings for adults of participating in ABE/ESOL learning? The researchers carefully followed for a year or more the inner experiences of 41 ABE/ESOL learners from all over the world. They were enrolled in three different U.S. programs oriented to greater English language fluency and improved effectiveness in learners' roles as parents, workers, or students. This monograph is organized in the following fashion: In Chapter Two the researchers present their research method. In Chapter Three they acquaint readers with the look and feel of a number of qualitatively different ways of knowing in adulthood, generally, and as they may make sense of aspects of teaching and learning, in particular. The following four chapters explore their three research sites--first the student-oriented program at Bunker Hill Community College; then the parent-oriented program at Even Start; and finally two chapters on the work-oriented program at Polaroid. After these chapters the researchers explicitly address issues of role-related competence and their collaboration with Equipped for the Future. The last chapter sums up their findings and their implications for ABE/ESOL teaching and program planning. Two appendices then follow, reviewing, respectively, their quantitative findings and developmentally oriented competency charts identifying the way similar tasks might be performed within differing "cultures of mind." Appendices include: (1) Standardized Measures Analysis Report; and (2) Developmental Skills Matrices. Individual chapters contain tables, footnotes, and references. [For this report's executive summary, see ED508685. For this report's research brief, see ED508684.]