The Present paper focuses on the present scenario and the need for change in Teaching and Learning English as a Second Language at the under graduate level in rural India. Presently, the teaching of English is content oriented rather than communication oriented. On the part of teachers there is a lack of understanding of student’s problems, needs, interests and language planning for teaching of English. Students are less motivated to learn English for communicative capabilities and their approach is only exam oriented. Text books prescribed are inadequate and the teachers fail to develop appropriate materials. The students’ difficulty in learning the language is related to the background knowledge, but not to their intellectual ability. Conversational fluency in English is to be developed. It can be achieved through the teachers helping the students to make adaptations to the context. Teachers should identify the language demands of the content and plan language objectives. Students must be encouraged to develop academic vocabulary. Oral interaction is to be promoted, Actual grammatical structures are to be generated for use in writing assignments. Students’ active involvement in classroom activities is to be encouraged. Key Words: Background Knowledge, Communication, Content, Text, Vocabulary.