ESOL Literacy Development Part 3 takes educators/administrators into the world of how second language (L2) learners acquire oral language skills. Participants will gain a working knowledge of philosophies behind L2 oral language acquisition, the role of socio-culture, and NH’s 2007 L2 learner oral language proficiency levels (entering, beginning, developing, expanding, bridging, and reaching). Educators will identify their philosophy of oral language acquisition for L2 learners, develop a mission statement for their classroom for supporting L2 learners, and complete a L2 Oral Language Acquisition Planner which is reflective of NH’s standards for English Language Proficiencies (ELP) and oral language proficiency levels. The planner will provide as a tool to create a classroom environment that will assist L2 learners in the acquisition of oral language skills. Although educators are the primary focus for this course, administrators will find this course a useful tool in the development of a school-wide view and practice of L2 oral language skill acquisition.