Part of creating an optimal learning environment in adult education and ESOL classes is challenging learners with rich content and tasks that represent the demands they face outside of our classrooms. This can sometimes be challenging for teachers in multilevel classes, a reality of just about every English language and adult education program, where learners have varying levels of readiness for complex classroom tasks. In this session, we explore the many ways that we can scaffold classroom activities in both online and in-person environments to provide learners with the support they need to complete complex tasks. We see how to build on learners’ prior knowledge, promote supportive classroom interactions among learners, and provide a variety of language support and tools to ensure success for learners with varying backgrounds, levels, and needs. We will provide examples of scaffolding techniques for beginning through advanced English learners so that you can consider applications to both adult education and ESOL classes.