THIS PAPER PRESENTS AN OUTLINE COMPARING THE SEGMENTAL PHONEMES (AND THEIR PRINCIPAL ALLOPHONES) OF COLLOQUIAL BRAZILIAN PORTUGUESE WITH THOSE OF STANDARD SPOKEN AMERICAN SPANISH. THE ANALYSIS IS DESIGNED TO REVEAL ONLY THE MAJOR PROBLEMS INVOLVED IN TEACHING THE PHONOLOGY OF BRAZILIAN PORTUGUESE TO SPANISH SPEAKERS AND TO PROVIDE A FRAMEWORK FOR DEALING WITH THESE PROBLEMS IN THE CLASSROOM. IN THIS ANALYSIS THE SYLLABIC AND NON-SYLLABIC PHONEMES OF SPANISH AND PORTUGUESE ARE FIRST CONTRASTED IN CHART FORM AND THEN LISTED WITH THEIR PRINCIPAL ALLOPHONES AND THEIR ARTICULATORY DESCRIPTIONS. THE PRINCIPAL TYPES OF SYLLABICATION ARE ALSO BRIEFLY DESCRIBED. IN THE SECTION ON "MAJOR TEACHING PROBLEMS," SUGGESTIONS ARE GIVEN FOR TEACHING POTENTIALLY DIFFICULT PORTUGUESE SOUNDS TO SPEAKERS OF SPANISH. IT IS ASSUMED THAT THE READER IS FAMILIAR WITH THE TERMINOLOGY OF DESCRIPTIVE LINGUISTICS. THIS 14-PAGE ARTICLE APPEARED IN "LINGUISTICS--AN INTERNATIONAL REVIEW," NUMBER 29, FEBRUARY, 1967, PUBLISHED BY MOUTON AND CO., P.O. BOX 1132, THE HAGUE, THE NETHERLANDS. (JD)