The modeling instruction pedagogy for the teaching of physics has been proven to be quite effective at increasing the conceptual understanding and problem-solving abilities of students to a much greater extent than that of nonmodeling students. Little research has been conducted concerning the cognitive and metacognitive skills that modeling students develop that allow for these increases. Two studies were designed to answer the following question: In what ways do the knowledge structures, metacognitive skills, and problem-solving abilities differ between modeling and nonmodeling students? In study 1, the knowledge structures developed by two groups of high school physics students taught using differing pedagogies (modeling instruction in physics and traditional methods) were determined using a card-sort task. The student's knowledge structures were then correlated with the scores they obtained on two measures: the force concept inventory (FCI) and a problem-solving task (PS task) developed for this study. The modeling students had a more expertlike knowledge structure, while the nonmodeling students produced structures that were novicelike. In addition, the expert score correlated highly with performance on both the FCI and PS task scores demonstrating that a higher expert score predicted a higher value on each of these measures while a higher surface feature score predicted a lower score on both of these measures. In study 2, a verbal protocol design allowed for a detailed study of the problem-solving and metacognitive skills utilized by the two groups. It was determined that the skills utilized by the modeling instruction students were more expertlike. In addition, the modeling students produced significantly fewer physics errors while catching and repairing a greater percentage of their errors.