Language learning is a relatively new application for natural language processing (NLP) and for intelligent tutoring and learning environments (ITLEs). NLP has a crucial role to play in foreign language ITLEs, whether they are designed for explicit or implicit learning of the vocabulary and grammar. FLUENT is an implicit approach, in which NLP and sharedcontrol animation support a two-medium conversation, designed to foster implicit learning of language. This report highlights specific ways that FLUENT already uses NLP, suggests potential benefits from additional use of NLP and grounds the method in widely used language learning pedagogy. It concludes by describing and evaluating the system's use in the classroom, with a particularly challenging kind of learner.