Problems in the second language classroom that hinder students from speaking the language freely and creatively arise from three sources: the teacher, the student, and the material. Problems involving the teacher include the common lack of an overall and inclusive definition of the course goal, the role and dysfunction of teacher "authority" in the classroom, and unrealistic performance expectations. Problems concerning the learner include attitudes about the language, unrealistic expectations of the course, frequent correction, and perceptions of linguistic discrepancies between himself and the teacher, all leading to frustration. Problems with materials concern primarily the sequencing and presentation. The first step in solving these problems is a firm commitment to communicative competence and oral proficiency as the single course goal. Classwork can be adjusted to meet that goal more simply than it might seem possible. It is also necessary to retain the appeal to the affective domain, allowing for self-expression while fostering interpersonal contact, and change testing methods to focus on expansion of oral skills. (MSE)