The most effective pedagogies are those that foster students' metacognition and their learning effectiveness. This paper presents a new model of activity-based learning in which students construct knowledge using practices that include constructs of engagement, motivation, and affect that drive deeper processing and higher levels of metacognitive development. The model is built upon metacognitive constructs that promote deeper learning and develop important cognitive skills regardless of cognate content or academic discipline. Based on research in two different disciplines, results indicate that students were successful in demonstrating an understanding of complex constructs when instructed using this novel model and reported increased learner satisfaction and effectiveness.