ABSTRACT The author proposes that both psychological and linguistic regression are integral to the process of learning a second language. Forty college students of second-year French wrote compositions in English and French on “A Visit to the Doctor or Dentist.” The texts were analyzed for demonstrations of regressive phenomena. The French texts displayed a more primitive level of functioning, with the writers describing themselves as passive, needy, and narcissistic. Students rarely mobilized ego defenses against sexuality and aggression as they did in English, where they frequently used higher level defenses of intellectualization, rationalization, and humor. Students also displayed childish thought processes and modes of expression in French that did not derive solely from a limited knowledge of the language. Piaget̂s descriptions of children's thought–egocentrism, lack of direction, concrete thinking, and metonymic distortion–were found regularly in the French texts. Drawing on psychological and linguistic literature, the author suggests several theoretical explanations for all these regressive phenomena and points out their implications for language teachers.