Empowering learners and effecting change are themes that underpin this submission. What if wellness and student learning were to benefit from one initiative? In addition to many traditionally understood benefits of exercise; reduction of sedentary lifestyle consequences: heart disease, stroke and metabolic diseases, the nervous system also reaps a benefit (Ferris, Williams & Shen, 2007; Erickson et al., 2011; Soga, Shishido & Nagatomi, 2015). Review of literature to date demonstrates a gap in research comparing exercise-based learning to quiet study when assessing recently learned information. Investigation of a dose-response comparison between exercise while studying and quiet study was conducted. The purpose of this study was to examine the effects that moderate exercise (Audiffren, Tomporowski & Zagrodnik, 2009) has on the ability of undergraduate students to learn memory-based material compared to traditional quiet study. Participants were placed into 2 groups: study (S) or no study (NS). Through randomization, group S was further divided into quiet study (QS) or exercise study (ES). QS and ES interventions involved one-hour protocol (two separate sessions of thirty minutes weekly), dedicated to the study of identical course-based material, either in a quiet atmosphere or while riding an adapted stationary bike. Pre and post measures were used to compare QS, ES and NS for memory retention. In addition, four assessment categories: weekly tests, midterm exam, post-intervention assessments and final exam were utilized to compare intervention protocols of QS and ES across a 10-week time frame. Two-way ANOVA analysis with repeated measures revealed a significant effect (p<0.0001) when analyzing pre/post-test scores supporting the effect of study; with a further increase of 9% in mean score for study done while exercising. Analysis of scores from weekly quizzes as well as midterm and final examinations revealed a trend of higher mean scores for the ES group as compared to QS group. However, statistical analysis did not reach a significant level within 95% confidence interval. Further studies are warranted to examine the full effect of exercise while studying using a larger sample size from diverse populations, however, collectively these results indicate that ES improves a student’s ability to learn and retain memory-based information. Discussions around the implication of these findings in curriculum design will be facilitated.