Causes of language fossilization and ways to overcome it are considered. Fossilization is the relatively permanent incorporation of incorrect linguistic forms into a person's second language competence. The discussion is focused on fossilization of incorrect syntactical rules, based on experiences with learners of English as a second language at the University of Maryland, Baltimore County. Students who have been in the United States for years often demonstrate fossilization. While they can communicate basic needs and some may communicate at complex levels, the students have developed their own personal, idiosyncratic interlanguages, which are simplified versions of English. The causes are lack of formal instruction and insufficient corrective feedback from native speakers and classroom teachers. It is suggested that helping students overcome fossilized items requires positive affective feedback but negative cognitive feedback when fossilized structures are used. A problem for educators is to convince the students that they need remedial assistance without intimidating or antagonizing them. Placement essays and grammar tests can be used to determine whether students need a remedial course or can proceed to an English as a second language composition course. In the remedial class, the span in levels of proficiency causes problems. Tutorial help for less proficient students and extra language lab work, as well as individualized instruction, are possible solutions. The remedial class includes formal grammar instruction, oral exercises with corrective feedback, substitution and sentence manipulation drills, written exercises, short composition assignments, and dictations in class. (SW)