Project LISTEN (Literacy Innovation that Speech Technology Enables) is an inter-disciplinary research project at Carnegie Mellon University to develop a novel tool to improve literacy; an automated Reading Tutor that displays stories on a computer screen, and listens to children read aloud. To provide a pleasant, authentic experience in assisted reading, the Reading Tutor lets the child choose from a menu of high-interest stories from Weekly Reader and other sources including user-authored stories. The Reading Tutor adapts Carnegie Mellon's Sphinx-II speech recognizer to analyze the student's oral reading and intervenes when the reader makes mistakes, gets stuck, clicks for help, or is likely to encounter difficulty. The Reading Tutor responds with assistance modeled in part after expert reading teachers, but adapted to the capabilities and limitations of the technology. The current version runs under Windows (TM) 2000 on an ordinary Pentium (TM) with at least 128MB of memory. In 2002-2003, hundreds of students are using the Reading Tutor at 9 schools.