Affective factors in language learning have long attracted attention. While research findings indicate substantial links between affect and achievement, further inquiry into the role and contribution of affect in language learning has been limited by a narrow focus on single emotions and on the disruptive effects of emotion. Drawing on social cognitive theory and research on the intelligent processing of emotions we propose an approach to understanding affect in SLA. This approach emphasizes the reciprocal nature of relationships among emotions, their individual and social antecedents and their effects on learning and achievement. Evidence from a qualitative study into the regulation of affect conducted with 19 independent learners of Russian demonstrates how students' emotions and their regulation of emotions are affected by the learning environment and by the quality of relationships available to them within that environment. Results also reveal how students' cognitive appraisals mediate their experiences of emotions, and that intelligent processing of emotions can impact positively on their experience of language learning. We argue that a broader perspective on affect and affective experiences can illuminate further the interdependence between the social context and cognitive processes in language learning.