Concern has been expressed about teaching English to the fifth- and the sixth graders in the public schools of Japan. There appears to be an insufficiency of materials as well as anxiety among teachers who must instruct these grades. Story telling may be an important step for developing English competence. The current study replicated the work of Trostle and Hicks (1998) which investigated vocabulary gains and comprehension using story telling modes including Character Imagery (CI) and Simple Reading (SR) in an L1 setting. Significantly, however, this study was conducted in an L2 situation. The effects of CI and SR on comprehension and vocabulary development were compared using a sample of 120 Japanese primary school students ranging in age from 10 to 12 years. In a two-phase procedure, students listened to stories told using CI by the researcher, and a second group listened to stories told by SR. While both modes were effective. CI was found to be significantly greater in improving both comprehension and vocabulary development. Story telling appears to be beneficial for students developing English proficiency. This study provides evidence that teachers should employ suitable stories told using character imagery in L2 classrooms. (Contains 1 figure and 3 tables.)