NL2SOL is a modular program for solving nonlinear least-squares problems that incorporate a number of novel features. It maintains a secant approximation S to the second-order part of the least-squares Hessian and adaptively decides when to use this approximation. S is "sized" before updating, something which is similar to Oren-Luenberger scaling. The step choice algorithm is based on minimizing a local quadratic model of the sum of squares function constrained to an elliptical trust region centered at the current approximate minimizer. This is accomplished using ideas discussed by More', together with a special module for assessing the quality of the step thus computed. These and other ideas behind NL2SOL are discussed and its evolution and current implemetation are also described briefly.