The focus in studies of language awareness in L2 learning generally has been on the efficacy of teacher-generated attention to discrete elements of the forms of language through the manipulation of texts or corrective feedback. The study reported in this paper engaged learners in a collaborative task that involved learner-generated attention to the totality of form, meaning, and use. Pairs of learners in an instructional setting read a series of comic strips (Dennis the Menace, Blondie, Shoe) containing puns, and were instructed to work out the double meaning together. The results indicated that the task prompted the learners to focus on the phonological, morphological, syntactical, or lexical aspect of language that created the ambiguity in the puns, with a marked increase in comprehension of the puns at the end of the dialogue.