Introduction Many interesting questions can be answered by considering what a person is thinking about while they perform some task. It is a commonplace of skill theory that skilled performance of tasks requires varying degrees of conscious attention: some aspects of tasks are virtually automatic, others require close concentration and the conscious integration of many different kinds of information. Similarly, the same task for an unskilled person may require more conscious attention than for a skilled person. To the extent that language learning and indeed language teaching may be regarded as skills, the same points apply: attention is needed for any language learning, using and teaching processes. Therefore, asking someone what they are thinking about when they perform some more or less skilled activity can reveal the content of those attention processes. People may report on the points at which they make decisions and their sequence, their strategies, their perceptions, their means of monitoring and controlling what they do, their frustration at memory loss or cognitive overload, or sometimes nothing at all - the mind goes blank. This internal aspect of the active participant in language learning and teaching may be partial, since there may be automatic and autonomous processes running as well, but it is crucial, since so often decisions about future action are made on the basis of the perceptions expressed in those reports.