This paper aims to investigate the learners learning experiences and difficulties of ESL among the UKM undergraduates. This study will be focusing on identifying the factors behind Malaysian undergraduate's experiences and also their difficulties in the English as Second Language (ESL) classroom. This paper discusses some of the issues of English language learning experiences at the tertiary level in this country. It reflects on how the teaching of English is variously conceptualized in our classrooms, raising important questions about the positions of English literacy to Malaysian undergraduates. A qualitative research method was employed, whereby a semi-structured interview session was conducted compromising thirty Bachelor of Arts undergraduates (BA ELS). The findings of this study suggests learners at tertiary level do face challenges in their ESL classroom learning, in areas such as the learning environment itself needs to be improved, the quality of education, the academics, the role of educators and the teaching approach were among others pointed out by the learners themselves.