This article presents a case study of an English conversation class organised by a nonpolitical group of lesbian/gay/bisexual/transgender (LGBT) people in Japan. The primary aims of this study are to explore what kinds of learning needs these students had and to consider more generally how educators can best meet LGBT students' needs. Using interview data from six class participants, the author uses an applied thematic analysis to examine their experiences of learning in mainstream, commercial educational contexts as lesbian and gay students. He then contrasts this with their experiences of learning in the LGBT English class. He shows how the LGBT class allowed the necessary space for students to speak honestly as themselves, an affordance increasingly seen as crucial in the development of second language proficiency, which was often not granted to them in commercial conversation schools. However, the inclusivity of the LGBT class was not a given; new members often struggled to establish themselves in the group. Moreover, the content of the LGBT class often restricted learners' voices in other ways by focusing on issues not relevant to learners' lived experiences, disadvantaging students who had limited interest in mainstream gay culture, and at times reinforcing heteronormative discourses and essentialised images of gay identities.