There has been significant discussion on the use of role-play activities. Proponents of role-play believe that the activity provides learners with opportunities to communicate freely and spontaneously in different situations. However, researchers have also identified issues that may jeopardize the effectiveness of role-plays. Despite the debate, few studies have focused on the students\u27 point of view. The current qualitative study investigated ESL students\u27 perceptions of role-play activities drawing on observations, questionnaires, and interviews. The results showed that the participants recognized several benefits (e.g., improving oral proficiency, acquiring vocabulary, and rehearsing for real-life communication) while also acknowledging some limitations such as artificiality and lack of vocabulary and ideas