Second language students are understandably nervous entering the writing classroom for the first time. Most have worked very hard to test in to CO150, completing Intensive English Programs (IEP) and one, two, or even three semester long Writing Center tutorials. And unlike typical CO150 students, ESL students are often, though not always, older and further along in their programs. It's not unusual to have students who are juniors, seniors, or working on a second Bachelor's Many ESL students have families and jobs, so they can be unusually busy. Some students are sponsored by their governments or by corporations, so they are dedicated and hardworking, intent on maintaining high standards in their work. The level of dedication to the class and to the workload is often higher than in a typical composition classroom. This dynamic can be wonderful for the instructor and make teaching the class especially rewarding. Writing can be a challenge and source of insecurity for all students, but it is intensified for the ESL student. Simply functioning in an English speaking environment is challenging enough, and asking students to develop a metacognitive knowledge base about writing in English -- their processes, purposes, audiences, thinking -- is doubly challenging. In addition, it is important to remember that American academic discourse is very different from the kinds of discourse many students are accustomed to.