Conventional intelligent tutoring systems are based on the individual tutorial as a model of instructor-student interaction and use a model of the student's understanding as a principal component guiding instruction. Apprenticeship provides quite a different model of interaction in which a model of the sUident is not essential. Instead, the instructor, interested in making use of the student's work, provides demonstrations and feedback in terms of the product toward which they are both working. Recent advances in the cognitive science of instruction provide insights into the interactive processes by which instructors appropriate the work of apprentices. A n intelligent instructional system that instantiates apprenticeship interaction illustrates an alternative to tutorial-based systems that make use of a student model.