The demands imposed on teachers who are L2 speakers of English, in the Teaching of English as a Second Language (TESL) have had far-reaching consequences. In these situations, the consequences are compounded when the teacher is a L3 speaker of English teaching English to students who are predominantly L2/L3 speakers. Such consequences were explicitly stated in a number of reports, reviews and observations (Elley, 1979; Chamberlain, 1987; Laws and Horsley, 1988; The Ministerial Taskforce, 1989) and others. Issues relating to quality of education and quality of English teaching were frequently addressed and questioned. The author's experience as a teacher of English, Head of the English Department at Titikaveka College and English Adviser for secondary schools led to a growing concern and need to delve into these problems at both the primary and secondary levels. In the absence of research in this important area, the author sought to conduct investigation in four schools. The author was further motivated to conduct research as a result of a number of recent changes within the education system. Major concerns were firstly, the introduction of the Grade 6 National Examination in 1991; secondly, the change-over from the South Pacific English Option paper to a full New Zealand English paper in the New Zealand School Certificate (NZSC) Examination in 1989; and finally, the introduction of the New Zealand Bursary Examination in 1992. The question foremost in the author's mind was how adequately were the schools equipped to implement such changes given an array of major constraints. In this study, it is hypothesised that, most of the problems related to TESL in the Cook Islands stem primarily, and mainly from the poor quality of teachers in the classroom. This does not deny the existence of problems which emanate from other factors which impact on TESL, such as the language policy and curriculum, the adequacy or inadequacy of teaching resources, and whether indeed they are appropriate and the kinds of teaching methods which prevail. These are all acknowledged as contributing factors. The argument presented in this study, is that, while these are contributing factors, they are considered not as important as the teacher factor. The thrust of this thesis recognises the teacher as the most important classroom resource, the "key" factor which ultimately determines the quality and indeed the success or failure of an education system. This is true in the particular context of the Cook islands where teaching-learning resources, by its broadest definition, are very limited. In terms of the quality of the teacher's resourcefulness, this in turn is determined by his/her level of education and the kind of training received. Underlying the thesis presented is the contention that if the teacher is well-educated and highly-trained, then teaching and learning for the child make the possibility of attaining Level IV, the highest stage in Beeby's paradigm more likely. That is, teaching which stresses meaning and understanding, problem solving and creativity and the catering of individual differences (Beeby 1966: 72). Needless to say, the converse is more likely to happen, where and when teachers have had very limited education, inadequate and inappropriate training. In accordance with the purpose as outlined in Chapter 1, this study comprises 6 chapters and a conclusion. Chapter 1 discusses the nature of the problem from a number of interrelated dimensions, which have to varying degrees impacted on the teaching of ESL in the Cook Islands. The chapter concludes by stressing the purpose and relevance of the study in terms of educational, economic and social significance. Chapter 2 reviews and discusses, from a historical perspective, the literature as it relates firstly to the teaching of English in the Pacific but more specifically the teaching of English in the Cook Islands. The chapter then discusses the theoretical development and research in the teaching and learning of ESL in an attempt to arrive at a theoretical framework. Chapter 3 presents the research instruments and procedures used to gather and analyse the data. In the main, office sources, classroom observations, questionnaires and interviews formed the basis for eliciting data. Chapter 4 draws together the major findings of the study. The limited size of the sample placed some restrictions on the analysis of results derived from this study. Nevertheless, the analysis identified some significant trends upon which conclusions can be drawn. The last two chapters, Chapter 5 and Chapter 6 deal with the interpretative aspects of the study with the intention of arriving at valid recommendations to the problems identified. In summary, the study found that the teacher in the Cook Islands context is the key factor in the process of teaching and learning of ESL. When the teacher is well-educated and adequately trained, then the possibility of quality teaching and meaningful learning becomes a reality for the student.