Critical thinking has important implications for classic learning issues such as transfer of knowledge and application of problem-solving skills to novel situations. The goal of this study was to identify some of the important correlates of critical thinking, in terms of motivation, use of cognitive learning strategies, and classroom experiences. Participants (N=758) were college students attending three midwestern institutions (a community college; a small private college; and a comprehensive university) during the 1987-88 school year. Twelve classrooms were sampled, spanning three disciplines: biology (three classes, N=219); English (three classes, N=110); and social science (six classes, N=429). The Motivated Strategies for Learning Questionnaires (MSLQ) was administered to students at the beginning and at the end of the winter 1988 school term. The results of the analyses lend further support for the positive relationship between "deep" processing (in this case, critical thinking) and an intrinsic goal orientation. The relationship between critical thinking and a mastery orientation, however is tempered by the content domain. Intrinsic goal orientation is a significant, positive predictor of critical thinking for biology and social science students, but not for English students, at both the pretest and posttest. Metacognitive self-regulatory strategies were consistently positively related to critical thinking, both across domains and at the two time points. In summary, this study supported the positive relationship between motivation, deep strategy use, and critical thinking. (ABL)