Millions of Foreign Language (FL) learners spend many years learning English in the classroom. Most FL learners learn English in their countries with local teachers, with little or no native L2 input. The Perceptual Assimilation Model (PAM) (Best, 1995, 1999) and Speech Learning Model (SLM) (Flege, 1995) are the most widely used L2 models in L2 speech analysis. However, neither model, to the author’s knowledge, accounts readily for the speech of FL learners. In the present study, insights of these models are employed to examine the perception and production of Standard Southern British English vowels (SSBE) by 20 Syrian Arabic (SA) FL learners. A Perceptual Assimilation Task (PAT) was used to test the similarity between the participants’ L2 and L1 vowels, and an identification task was used to test the correct identification of the SSBE vowels compared to Native English (NE) listeners. For a production task, the SSBE vowels were produced and analysed in the /hVd/ context by SA and NE participants. The results suggest that FL learners differ from naturalistic L2 learners and naive L2 listeners in their level of FL speech perception, their ultimate aim, and the classroom instructions given to FL learners. Thus, a Foreign Language Model (FLM) is needed because neither PAM nor SLM account entirely for the properties of FL speech.