Classical conditioning has been a fundamental concept and practice throughout the history of psychology. While classical conditioning traditionally seeks to elicit target behaviors in correlation to specific stimuli, we sought to do the same with cognitive states in place of behaviors. Specifically, we wanted to determine the effectiveness of conditioning states of arousal and relaxation in human participants in conjunction with cues presented in a designed learning paradigm. By presenting participants with cognitive tasks designed to elicit either arousal or relaxation we aimed to create associations with these induced states and the neutral cues presented throughout the conditioning. By recording pupil dilation via eye tracking technology as well as EEG data we were able to determine the intensity of the induced cognitive states and the extent to which they persisted upon the removal of the cognitive tasks used to initiated them. Thus far we have been able to demonstrate the success of the learning paradigm in eliciting a state of arousal.