Using games in the classroom is discussed as a means of promoting the learning of second language structure, fluency, and culture, and complementing concept development and learning. Attention is directed to the development or adaptation of games to the English as a second language curriculum and the development of games to meet specific needs. It is suggested that when students are involved in games, natural use of language occurs. In the application of games to the second language classroom, it is possible to use a game in such a way that the target language skill is incidental to the play and winning of the game, but language skills would be learned and practiced at the same time. Games that are tied to specific cultures are also noted, and adaptations of Lotto, and Bingo for classroom use are addressed. It is recommended that students make their own game boards and cards in order to practice lettering, writing, and reading, and that multiple sets of any game be made so that small groups of students can play the game at one time. The board game format can be adapted to other skills areas such as listening comprehension and repetition of sounds or sentences. It is concluded that games are a good alternative to language drills which are often confusing, practiced with no real context of meaning, and dull. (SW)