This edition is an annotated list of 390 literacy materials for adult new readers. All the materials are written on an eighth-grade level or below. These paperback instructional titles, many in workbook format, are for use with adult basic education (ABE) and English-as-a-Second-Language (ESL) students. The introduction includes guidelines for identifying and evaluating ABE and ESL books. Titles listed in the bibliography are divided into the following categories: leisure reading, biography, community and family life, jobs, reading and writing, arithmetic, science, religion, the world and its people, ESL, and materials for tutors and teachers. Within each of these categories, the book titles are listed alphabetically. Each entry provides author, publisher, publication date, Gunning Fog readability level, annotation, ESL level (when appropriate), components, pages, International Standard Book Number, price, and series title. The bibliography also contains charts that identify the ABE and ESL skill levels of the books. The document includes nine appendices: (1) the Reader Development Program (RDP); (2) the Gunning Fog Index; (3) materials for deaf adults; (4) a 30-item literacy resource directory; (5) ordering procedures for RDP materials; (6) a list of branches of the Free Library of Philadelphia; (7) addresses of publishers and distributors; (8) an RDP publication order form; and (9) a materials recommmendation form. The book is indexed by author and title/series. (KC)