The purpose of the study presented here is to examine the importance of structural and conceptual (non-)equivalence in the acquisition and use of emotion words in a second language (L2). The use of these words is examined in a corpus of 206 narratives collected with two stimuli from first language (L1) speakers of Russian and English, and L2 learners of Russian and English. The results of the quantitative and qualitative analyses of lexical choices made by the participants show that in the case of structural non-equivalence L2 learners can shift patterns of structural selection in the mental lexicon. Thus, L2 learners of English pattern with L1 English speakers in favoring adjectival constructions in the same context where L1 and L2 Russian speakers favor verbs. Conceptual non-equivalence, on the other hand, was shown to complicate acquisition of emotion words and lead to negative transfer, lexical borrowing, and avoidance. Implications are offered for models of the bilingual mental lexicon and for L2 instruction.