In response to state legislation and a statewide strategic plan that included a recommendation for quality standards and accountability defined as measurable goals and conditions, model standards for California English-as-a-Second-Language (ESL) adult education programs were established. This document describes general standards, defines language proficiency level, and identifies possible tests for measuring the language proficiency of adults in the California ESL programs. The language proficiency levels are sequenced from ESL beginning literacy through advanced-high. The descriptions included in the ESL model standards reflect current thinking about developmental stages in second-language acquisition and the nature of communicative competence. They distinguish different levels of language proficiency based on content, language functions, and language forms as well as listening, speaking, reading, and writing skills. The contents of this guide are as follows: (1) general standards (program, curricular, instructional, and standards for student evaluation); (2) levels of language proficiency (descriptions of proficiency levels, descriptions of course content, and sample lessons); and (3) ESL testing (general standards, testing materials, selected references). Appended are additional information on levels of language proficiency, general nature of instruction by ESL proficiency level, language skills objectives by ESL proficiency level, language functions by ESL proficiency level, and language forms by ESL proficiency level. (Adjunct ERIC Clearinghouse on Literacy Education) (LB)