This article is not intended to be either an exposition of a theory of software design or an author's review of his own software. It presents a set of reflections on pedagogical, linguistic and design considerations that emerged in the process of producing a real, innovative and classroomfriendly piece of CALL software within the limitations imposed by a HyperCard environment and by the desire to create something that could be readily transported on floppy disk and would run on virutally anyone's Macintosh.