A collection of classroom activities for teaching listening and speaking skills in English as a Second Language (ESL) is presented. They are designed to be accompanied by a tape (not included here). All were developed by teachers and have been used successfully in ESL classrooms. Topics and skill areas addressed in the games and exercises include: getting to know classmates; asking questions; using count and non-count nouns; dealing with telephone answering machines; prepositions of location; minimal pair sounds; description of objects; understanding United States culture; traditional folk songs and stories; categorizing; vocabulary development; use of different verbal strategies; integrating language skills; developing a sequence of photographs; individual and cultural differences in use of time; and networking skills. In some cases, student worksheets are also provided. (MSE)