Abstract This paper describes the student model of an intelligent computer assisted language learning (ICALL) system which is based on current theories in the field of second language acquisition (SLA). The following four issues were selected as important questions in SLA, while also being implementable in the ICALL environment: (1) the acquisition order of the target rules; (2) language learning strategies; (3) language transfer; and (4) language awareness. The first three points are represented in the student model. A learner's language awareness is enhanced by explicit user-system discussion of these issues and the target constructions, and also by cooperative construction and repair of the student model. The project aims both to test the suitability of these theories in the context of ICALL, and at the same time develop a system which demonstrates guidelines for the creation of more successful and acceptable ICALL systems. The area of language used for illustration is clitic pronoun placement in European Portuguese.