Over the past few decades, rigorous researches on achievement goal and motivation have been the mainstream of educational psychology research. However, previous motivational researches have concerned little on action control. In fact, it relates personality with motivation which is useful in understanding how individuals deal with failures and handle distracters by regulating emotions, thoughts and volition in learning. The heightened high demands and academic challenges nowadays for university students induce much pressures and distractions to them. Following failures in learning, students with different capacities of action control may cause different achievement emotions and thus influences the adoption of learning strategies. Besides, no attempts are ever tendered to examine the structural relationships among action control, achievement emotions and learning strategies for Hong Kong university students. Present study attempts to establish a structural model containing action control (action vs. state orientations), achievement emotions (positive vs. negative emotions) and learning strategies (rehearsal, elaboration, organization, critical thinking and metacognitive self-regulation). It is hypothesized that there are significant relationships among these variables at the p = .05 level. Action control will predict achievement emotions, and achievement emotions will subsequently predict learning strategies. Convenient sample of 226 Hong Kong university students were invited to participate. Three adapted and self-structured questionnaires on action control, achievement emotions and learning strategies were used and path analyses and structural equation modeling were utilized to test the hypotheses. Findings showed that action orientation (initiation and disengagement) positively predict positive achievement emotions (enjoyment, hope and pride) which positively predict the use of all learning strategies. Alternatively, state orientation (preoccupation, hesitation and volatility) positively predict both activating and deactivating negative achievement emotions which then predict the use of learning strategies differentially. Activating negative achievement emotions (anxiety and shame) positively predict rehearsal, elaboration and metacognitive self-regulation while deactivating negative achievement emotions (hopelessness and boredom) negatively predict all learning strategies. The additive value of the study is to validate the instruments for investigating Chinese samples, and more importantly to establish a structural model comprising the interrelationships between action control, achievement emotions and learning strategies in order to widen the knowledge into the characteristics of Chinese undergraduates. Since enjoyment, hope, pride, anxiety and shame are beneficial in learning whereas hopelessness and boredom act as barriers in learning, therefore, implications for educators to implement corresponding strategies in reducing detrimental emotions and improving conducive learning environments to cater for the psychological needs of state-oriented students will be discussed.