Foreign language (FL) learning in the study abroad context is a complex and profoundly interpersonal activity, involving far more than individual learning. Many assume immersion experiences and associated opportunities for sustained interactions with members of the target culture lead to enhanced FL abilities (Allen & Herron, 2003; Freed, 1995), greater understanding of the “other” and more positive attitudes toward the target culture (Stephenson, 1999). But how do learners negotiate the shift in FL learning activity as their role changes from classroom students to members of a new community? The goal of this study is to explore the complexities of the studying a FL abroad as situated activity that enables and also constrains FL development. This qualitative study takes an activity theory perspective (Engeström, 1999) and provides an analysis of the reshaping of FL learning activity for a group of 26 American students in France. The following research questions frame the study: 1) Why did these learners place themselves in the activity of study abroad and what were their expressed goals for the experience? 2) What actions did learners undertake during study abroad to realize these goals? 3) What specific conditions afforded and constrained the realization of learners’ goals? 4) What was the role of community in the realization of learners’ goals and what roles did learners assume in relation to other students in the group? 5) How did participation in study abroad change the nature of FL learning activity for learners when they returned home? Personal narratives or asking participants to make meaning out of what they are doing and what others do with them (Pavlenko & Lantolf, 2000) are the primary data sources in this study in the form of online learning blogs completed throughout the study abroad semester, language-learning autobiographies, and interviews before, during, and after the experience.