This study aims effect of DiSTAD learning model on: (1) the critical thinking skills, (2) the learning motivation, (3) the critical thinking skills and learning motivation. The population in this research were VIII grade students of Satap Pong Meleng Manggarai Junior High School. The sample taken by sampling saturated, because all population were taken (summary not exceed 30 people per class). Data analysis using descriptive analysis and inferential analysis. The techniques used in data collection are test and non-test. The test technique is used determine critical thinking skills and non-test techniques (quesioner) are used to determine the learning motivation of students. The results show that: (1) DiSTAD learning model gives a significantly positive effect to the critical thinking skills and it is shown by the output value of the t-test (5,529) (significance < 0.05); (2) DiSTAD learning model gives a significantly positive effect to the student learning motivation, and it is shown by the output value of the t-test (5,531) (significance < 0.05); (3) the implementation of DiSTAD learning model gives a significantly more positive effect to the critical thinking skills and student learning motivation, and it is shown by the output value of the F-test (34,040) (significance < 0.05).