This study deteermined the listening comprehension level and difficulties of 33 grade eleven students in public school of Sta. Ana, Pampanga. The validated listening comprehension test in China was used in assessing the listening comprehension level of the respondents while a validated survey questionnaire was used to determine their listening comprehension difficulties. To interpret the results of the study, mean, standard deviation, and Pearson-r were used. Majority of the respondents were categorized under the developing level in the listening comprehension test. Their most common difficulties in the nine categories were guessing the meaning of the unknown words and linking them to know words, too many unfamiliar words including jargons and idioms, poor quality of recordings, feeling of nervousness when they were not able to understand the spoken text, difficulty to recognize the words because of the way they were pronounced, speaker's delivery speed, difficulty to concentrate because of noises around, unfamiliar vocabulary, and English as the medium of the listening test. The findings revealed that there was no significant relationship between the listening comprehension level and difficulties encountered by the respondents which implies that their listening comprehension level does not affect their listening comprehension difficulties and vice versa. The proposed listening comprehension material was designed based on the most significant difficulty experienced by the students in every category.