The purpose of this paper is to present a novel way to stimulate learning, creativity, and thinking based on a new understanding of activity-based learning (ABL) and two methods for developing metacognitive-based activities for the classroom. ABL, in this model, is based on the premise that teachers are distillers and facilitators of information who scaffold learning based on the foundations that learners build outside of the classroom from the deployment self-facilitated metacognitive aptitudes. In the ABL model presented in this paper, teachers develop learner self-regulation and self-facilitation by stating expectations that promote learner responsibility while integrating instructional strategies to foster activity-based learning through a new paradigm of thinking based on awareness, evaluation and implementation (AEI), and a new construction-deconstruction connectionist (CDC) model of learning. (Contains 2 figures.)