Inquiry-based learning approaches have been promoted as an instructional method for students at all levels. An inquiry approach requires students to discover or construct knowledge through relevant activities and personal investigations. Due to the student driven nature of inquiry learning, it is reasonable to believe that students will become more motivated to read and to engage in critical thinking after participating in the inquiry approach. This quantitative study observes the effects of inquiry project based learning (PBL) on reading motivation and students' perceptions of higher order thinking processes in a middle school language arts classroom. By comparing inquiry project based learning to fully guided instruction using an experimental study design, it was hypothesized that reading motivation and perceptions of inquiry thinking processes would increase after eight weeks of implementing the inquiry PBL model. The control and treatment group's reading motivation was compared using pre-tests and post-tests of the Motivation for Reading Questionnaire (MRQ) (Wigfield and Guthrie 1997), and student perception of the type of learning and the learning processes they have experienced in the class was measured with an instrument created by Spronken-Smith, Walker, Batchelor, O'Steen, & Angelo (2012). An Analysis of Covariance (ANCOVA) was run to determine any change in groups after the treatment, and Pearson Correlations were run to examine relationships between motivation constructs and perceptions of learning processes. There was no indication that inquiry PBL had any significant effects on the treatment group in terms of reading motivation or perceptions of critical thinking.