In this chapter, we intend to describe and evaluate a language awareness course which took place in the Modern Languages Department of a Shropshire Secondary school, Madeley Court, during 1987/1988. First, however, we shall discuss the importance of a critical approach in the classroom, both at the level of developing students' understandings about language and at the level of the learning process itself. Then we shall review the history of language awarenessllanguage study work in schools. Finally, before describing the Madeley Court work we shall look at the climate within the county at that time, with respect to language and consider its influence on the work at Madeley Court.