Many Japanese English Language Learners (ELLs) have a hate-hate relationship with comprehending and pronouncing /l/ and /ɹ/ words, yet these two phonemes are an inescapable and integral part of the language. The fact that many /l/ words have an /ɹ/ minimal pair in the same part of speech (e.g., the nouns lack and rack) and the multiple vowel sounds of English necessitate learners’ recognizing and pronouncing those words accurately for successful understanding and communication. In helping Japanese ELLs face these /l/ vs. /ɹ/ challenges head-on, teachers can go beyond discrete minimal word pairs to minimal pair sentence contexts, introduce new vocabulary with accompanying images to enhance comprehension, and then help learners transition into communicative practice. The presentation will include a novel method of consciousness-raising about the correct tongue positions, and attendees will engage in fun, interactive, integrated-skills /l/ vs. /ɹ/ activities. These activities can be modulated as individual mini-lessons or extended into longer segments of academic, community, or workplace listening/speaking classes for learners at a range of proficiency levels. Attendees will be provided a set of PowerPoints, including embedded word and sentence pair audio, and the lessons are adaptable for one-on-one or group online or in-person classes.