We report the discovery of a group of galaxies at redshift 2.38 . We imaged \sim 10 % of a claimed supercluster of QSO absorption-lines at z = 2.38 ( Francis & Hewett 1993 ) . In this small field ( 2 ^ { \prime } radius ) we detect two Ly- \alpha emitting galaxies . The discovery of two such galaxies in our tiny field supports Francis & Hewett ’ s interpretation of the absorption-line supercluster as a high redshift ‘ Great Wall ’ . One of the Ly- \alpha galaxies lies 22 ^ { \prime \prime } from a background QSO , and may be associated with a multi-component Ly- \alpha absorption complex seen in the QSO spectrum . This galaxy has an extended ( \sim 50 kpc ) lumpy Ly- \alpha morphology , surrounding a compact IR-bright nucleus . The nucleus shows a pronounced break in its optical-UV colors at \sim 4000 Å ( rest-frame ) , consistent with a stellar population of mass \sim 7 \times 10 ^ { 11 } { M } _ { { Sun } } , an age of > 500 Myr , and little on-going star-formation . C IV emission is detected , suggesting that a concealed AGN is present . The Ly- \alpha emission is redshifted by \sim 490 { km s } ^ { -1 } with respect to the C IV emission , probably due to absorption . Extended H- \alpha emission is also detected ; the ratio of Ly- \alpha flux to H- \alpha is abnormally low ( \sim 0.7 ) , probable evidence for extended dust . This galaxy is surrounded by a number of very red ( B - K > 5 ) objects , some of which have colors suggesting that they too are at z = 2.38 . We hypothesize that this galaxy , its neighbors and a surrounding lumpy gas cloud may be a giant elliptical galaxy in the act of bottom-up formation . Note : The figures for this paper are available in this archive , by anonymous FTP to tauon.ph.unimelb.edu.au in the directory /incoming/pjf/paper , or on the WWW from http : //www.ph.unimelb.edu.au/~pjf/blob.html