Previous research has demonstrated the positive effects participation in an individualized motor skill development program has on kindergarten children’s motor performance (Dornier & Meaney, 1998). To date however, examination of the effect of participation on the pre-service teachers has not been documented. Given the critical role knowledge base for teaching contributes to expertise in instruction (Graham et al., 1993; Griffey & Housner, 1991; Rink et al., 1994; Shulman, 1987) this investigation was designed to examine the effect participation in a motor skill development program has on pre-service educator’s knowledge base for teaching. Participants (N=30) were physical education and elementary education majors who were enrolled in an undergraduate Motor Skill Development for Children course. The course is designed to provide pre-service educators with innovative teaching experiences. Kindergarten children enrolled in local elementary schools participate in individualized and group motor skill instruction provided by undergraduate students. Data sources consisted of the following: 1) weekly journal entries by pre-service teachers, 2) semi-structured interviews of the pre-service teachers conducted at the conclusion of the program, and 3) coding of the instructional lessons taught by the participants. The journal entries were assessed using content analysis. Interviews were audio taped, transcribed, and content analyzed. Trustworthiness was established through member checks, confirmability audits, and triangulation. Results, determined through analyses of journal entries and interviews indicated the most salient aspects of their teaching experience were pedagogical content knowledge (e.g., modeling, cues, task extension, feedback, and assessment) and knowledge of learners and their characteristics (e.g., varied cognitive and physical developmental levels). Additionally, results of the content analysis for journal entries suggest that pre-service teachers experience a wide array of positive (e.g., happy, proud, excited) and negative (nervous, frustrated, and overwhelmed) emotions prior to, during, and following their teaching experiences. The Computerized Observation System (COS) was used to assess teacher and student behaviors throughout the instructional lessons. The COS enables trained observers to code behaviors by categories and calculate total percentages. Data collected via the COS demonstrated that the pre-service teachers designed and implemented lessons that promoted student activity time (M=65%) minimized management (M=10%) and transition time (M=13%), and incorporated knowledge transfer (M=12%). Taken collectively, these findings suggest that pre-service teacher’s participation in a motor skill development program enhances their knowledge base for teaching. These results may be helpful for designing Physical Education Teacher Education undergraduate learning experiences.