From a mediating processes perspective, teachers do not directly influence achievement, but rather design and orchestrate the learning environment to influence students’ thoughts and behaviors, which in turn, elicit achievement (Lee & Solmon, 1992). Consistent with this perspective, teaching approaches can be conceptualized along a continuum from reproductive to productive based upon the learning processes that students employ (Mosston & Ashworth, 2002). Reproductive approaches elicit learning processes such as memorization and imitation of movement form. On the other hand, productive approaches are hypothesized to cognitively engage students thus facilitating the acquisition of movement concepts. The purpose of the study was to investigate the influence of scaffolding movement challenges on student cognition. University students (from beginning golf sections) with different initial skill differences (n=54) participated in a two-week instructional unit on the golf pitch. All participants initially watched a videotape of a correct model. They were randomly assigned to one of three instructional conditions: a) discovery, where only the goal of the task was presented, b) guided discovery, where the goal of the task was presented followed by a series of movement challenges to be solved each day; and c) reproductive, the concepts embedded in the movement challenges were presented verbally with the videotape of the correct model. Students completed a cognitive processes questionnaire developed and validated for this study. Three constructs were assessed: relating information to prior experience, critical thinking, self-efficacy. A 3 (treatment) x 3 (skill) ANOVA for each of the three dependent variables revealed a treatment by skill interaction [F(4, 35) = 3.38, p =.0193] for the critical thinking subscale. Follow-up tests revealed that, in the discovery conditions, lower skilled students engaged in critical thinking skills in a manner similar to higher skilled students. However, in the reproductive condition, when they were not encouraged to problem solve, the lower skilled students were less likely to use critical thinking. In support of the mediational processes perspective, these results suggest that different instructional approaches can be more cognitively engaging for students with different initial skill levels. Higher skilled students tended to engage in critical thinking skills regardless of instructional condition, while lower skilled students did so only when the environment was structured to encourage them to solve movement problems.Keyword(s): performance, research