Beginning foreign language (FL) courses in high school often have high numbers of learning disabled (LED) and at-risk students, perhaps because many students who are considered to be college bound begin foreign language study in middle school. This paper examines FL difficulties as well as effective strategies that others have used to conquer these challenges. Research indicates that LED students and at-risk students both have FL learning difficulties, due to deficiencies in their native languages. Research suggests that teachers should use multi-sensory approaches; however, they should also explicitly teach phonology/orthography and grammar, as these may be necessary for LED and at-risk students to understand and use the target language. [Master's Thesis, Dominican University of California.]