The purpose of this study was to investigate the relationship between teacher language use and student quality of experience during choral rehearsals. Particularly at the middle school level, few data exist about the ways in which instructional discourse during rehearsals affects student experience. Existing research suggests the use of instructional scaffolding as effective in enhancing student learning and experience, but this had not been previously investigated during music rehearsals. The language of two teachers during 20 rehearsals was recorded and examined for evidence of instructional scaffolding and sequential units of instruction; student self-reports of affect, challenge and skill were correlated with the teachers' language. Students reported higher levels of challenge and skill (often referred to as "flow experience") during rehearsals with greater use of scaffolding language. Analysis suggests that a strong positive relationship exists between teachers' use of scaffolding language, complete sequential units of instruction, and quality of student experience during middle school choral rehearsals.