This paper builds upon the research investigating conversational interactions between native speakers (NS) and non-native speakers (NNS) by focusing on interactions among non-native speakers. We examine NS/NS, NS/NNS, and NNS/NNS conversations, noting that negotiation of meaning is most prevalent among NNS/ NNS pairs. We propose an explanation for this phenomenon and set up a model to describe it in terms of pushdowns' from and pops' to the main discourse. Finally, we suggest the importance of NNS/NNS conversation and especially the function of negotiation in second language acquisition. 10.1093/applin/6.1.71