Gazing activities during utterances and silence were analyzed in a face-to-face three party conversation setting in anative language (L1) and in a second language (L2). The function of each utterance was categorized according to the GroundingActs defined by Traum (Traum, 1994) so that gazes during utterances could be analyzed from the viewpoint of grounding incommunication (Clark, 1996). Factor analyses of gaze activities showed similar factor structures in L1 and L2 conversations:the first factor was characterized by speakers’ gazes and gazes during silence, and another factor was characterized by listeners’gazes in each condition. Analyses of the participants based on the factor scores, however, showed different tendencies betweenthe two conditions, suggesting that language proficiency affects gaze activities during utterances.