This paper determined and analyzed the difficulties faced by the foreign students of National University in learning the Filipino language. Data gathered from ten (10) selected foreign students through interview were analyzed to find out the difficulties faced by the participants. An evaluation of the responses yielded the following difficulties: (1) difficulty of learning two languages at the same time, i.e., the English and Filipino (they recognized it as Tagalog) languages which are used as media of instruction; (2) reluctance of other students to communicate with them; (3) lack of any professor to provide enough time to teach them Filipino; (4) absence of any friend to assist them in translating Filipino sentences to English; (5) non-existence of a Filipino course to specifically address their language needs; (6) semantical and interpretational differences between Filipino and English; (7) lack of knowledge on the structure of Filipino language; (8) inadequacy of language learning materials such as books, modules, etc.; (9) embarrassment in speaking in Filipino; and (10) cultural differences. In line with the foregoing, a quadratic model of language learning has been specifically developed for the difficulties faced by the participants. Notwithstanding the difficulties, foreign students in National University are still eager to learn more about the Filipino language to keep up with the flow of conversation among campus students.