ABSTRACT  “Concoctions” constitutes a style of small group and pair activities that have proved highly successful in stimulating language interaction in a wide variety of instructional settings. Unlike many group activities, “Concoctions” are built around tasks which are fanciful and ambiguous. They involve unusual problems to be solved, a limited use of role play, and humor. Since many factors are at work during any group activity, it is difficult to establish definitively what it is about these activities that provokes language use. Fortunately, observations borrowed from motivation and creativity theory, frame theory, training and development, early childhood education, and literary criticism, taken together, suggest the principles that underlie “Concoctions.” From all these disciplines, the concepts of “intrinsic motivation” and “frame theory” are the most powerful in helping to explain how the activities work. “Intrinsic motivation” means here that students should be able to enjoy an activity for its own sake; “frame theory” suggests that students should be able to recognize, if only on an unconscious level, the structure inherent in the problem. This recognition prompts individual and group reactions to that structure. Along with the theoretical discussion, numerous “Concoctions” are included throughout the text and in an appendix.