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ABSTRACT  Oral proficiency and communication are the principal desired outcomes of today's foreign language (L2) instruction. Recent research in theoretical linguistics has recommended increased use of the target language, the use of cognitive, metacognitive, and prosocial strategies, and cooperative learning to help achieve oral proficiency and communication within the classroom. This paper describes a 21-day research action project involving two Spanish II Honors classes and several cooperative learning techniques. The project included: 1) assessing student attitudes toward participating in group work as identified by before and after questionnaires; 2) implementing a variety of specific cooperative learning activities; 3) determining what successes and problems occurred in the cooperative learning groups and activities; and 4) observations of the classroom activities by colleagues. Four cooperative learning models were incorporated into the project: Student Team Learning, Group Investigation, Think-Pair-Share, and Three-Step Interview. Results suggested that students' actions throughout the term of the study and their responses to the final questionnaire all validate the use of cooperative learning as an effective strategy in the honors foreign language class. Since there was no control group, the findings are of necessity qualitative and subjective. However, this makes them no less valid. The study demonstrates unequivocally that cooperative learning is an effective methodology in the honors foreign language classroom.