This study is to examine whether the implementation of CL in an intensive reading class has a positive effect on improving the passive situation of students, whether it helps activate their enthusiasm for and ease their anxiety of participation in language class activities, and whether it is helpful to their improvement of English proficiency. The research questions to be addressed in the study are: 1) what, if any, psychological changes appear to happen to students in a co-operative learning situation? 2) In what ways do students behave differently in a co-operative learning classroom? 3) What difficulties might teachers have in implementing co-operative learning and how can they be overcome? To answer these questions I conducted a 16-week action research project in one of my classes. The whole process of the research was divided into three stages with cycles of planning, implementing and reflecting on progress. Classroom observation, teacher's diary, questionnaire and informal interview were used as instruments to collect data for reflection throughout the research. The final results show that, CL does have some positive effects on improving the present passive situation in my English classroom. However, there are some problems arising from the action research.