A study examined the historical, cultural, social, pedagogical, and psychological factors affecting Chinese students' language learning styles and attitudes, particularly concerning learning English as a Second Language (ESL). The first section offers an overview of considerations in understanding the cultural background that students bring to the classroom (learning philosophy, learning styles, affective factors), and the second section extends this analysis to students in the Chinese culture. Educational philosophy and history and the current Chinese educational system are discussed. Aspects of learning style examined in this context include field independence, analytic learning, visual preference, orientation to closure, cooperative learning, left and right brain functions, and tolerance of ambiguity. Affective factors include self-esteem, inhibition, risk-taking, introversion, sensitivity, and anxiety. In the third section, results of a survey of Chinese students concerning their learning preferences are reported. The survey consisted of a questionnaire on language learning strategies, administered to 31 Chinese immigrants in southern California, and interviews with 21 Chinese individuals. Results are analyzed, with excerpts from subjects' responses used for illustration. Implications for ESL teachers are explored. The questionnaire, interview questions, and sample lessons from a Chinese primer are appended. Contains 50 references. (MSE)