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This study investigates the effects language anxiety has on ESL students' decisions to speak English in the ESL and mainstream classroom. Data collection instruments include Pappamihiel's (2002) English Language Anxiety Scale (ELAS) and qualitative investigations of language anxiety via individual interviews of middle school students in the sixth grade. ELAS results indicate levels of language anxiety in the mainstream and ESL classes, although language anxiety is significantly higher in mainstream classes. Student reports on the ELAS indicate higher levels of anxiety for female students, although language anxiety for males may be more moderate. Causes of language anxiety about speaking via student interviews vary, including peer humiliation, talking in front of native speakers, pronunciation concerns, and classroom environment. Uses of ELAS and recommendations for using this instrument as gathering data via interviews are discussed. Overall suggestions and recommendations for those involved in the educating/training students with language anxiety are discussed.