AbstractFirst Year Experience students at UNCA participated in a technology-based project with ESL children at a local elementary school during their first semester at college. The course was entitled "What is Teaching" and highlighted various aspects of teaching that relate to teaching dispositions. A service learning component that taught the students about project-based learning was also integrated into this course. One day a week, UNCA students mentored and worked with ESL children to create banners of nine different countries to display in the media center, PowerPoint slides, a book of all the countries represented at this school, and videos of the different countries. This presentation provides readers with: an overview of the project; results from the ESL students' pre- and post- tests which indicate an increase in fluency and elaboration; First Year Experience students' views over time that relate to teaching dispositions; and lessons learned from those who participated in the project.