This purpose of this study was to examine the effects of embedding instruction in the use of metacognitive strategies in a course curriculum on the academic performance of unprepared students referred to as at-risk students. At-risk students in the study were those who were at-risk of failing academically in a college or university setting. These students were not prepared to succeed in college level courses, and the inability to use metacognitive learning strategies may have been the reason why they were not prepared. Metacognitive strategies promote students learning by teaching students how to be aware and control their learning process. The study was conducted over the span of 6-weeks. The participants were students enrolled in developmental English courses at a small career school located in Pennsylvania. The career school offered various programs such as business administration, criminal justice, visual communication, fashion merchandising, medical assistant, and PC networking. Students at the school ranged in age from 18 to 50. The sample included both male and female. Data were collected from a demographic survey, the Motivated Strategies for Learning Questionnaire, and aggregated scores on various assignments, which represented course performance average (CPA). Data analysis was conducted using a repeated measure analysis of variance (ANOVA) to determine the effects of the independent variables (embedded instruction on the use of metacognitive strategies) on the dependent variables (MSLQ scale scores and CPA).