Attendees will learn about Open Educational Resources (OER) and how to use them in planning and preparing engaging real-world, relevant, and meaningful pedagogical products for a wide array of student populations in second-language (L2) classrooms. The presentation will emphasize techniques for adapting and remixing OER to meet specific educational contexts and learner needs. In addition to offering participants a comprehensive definition of OER and an exploration of proven pragmatic advantages of these resources, the session will provide two distinct demonstrations of how and why OER have been used in instructional design for beginning and intermediate level language learners. The first of these demonstrations discusses using authentic popular culture products to develop lessons that enhance students' communicative language skills, with an emphasis on interpretive and presentational skills, whilst the second demonstrates how existing technologies can be used to create engaging and interactive grammar tutorials.