All too often, ESL students, particularly in Asia, are reluctant to contribute in the classroom for fear of making mistakes which might cause embarrassment or a loss of face. The anxiety of performing in front of others frequently stifles students’ development and, in the event of failure, further compounds the lack of desire to contribute again in the future which results in a vicious circle. This presentation will look at the importance of making mistakes in any learning endeavor, and to see failure as the only way forward. From humor to risk-taking, we will look at ways to minimize performance issues in the classroom by examining the different ‘habits of mind’ of successful problem solvers