The aim of this study was to compare the effect of audience and music on learning and performance of basketball free throw. Subjects were 36 healthy non-athlete girls (age: 22.8±1.59 years, height: 163.1± 5.63 cm and weight: 54.5±7.06) who were randomly divided into three groups of audience (n=12), music (n=12) and control (n=12). Protocol of acquisition phase included basketball free throw for 6 weeks, 3 sessions per week, and 15 trails each session with the presence of motivational factors in separate groups. Score of free throw test was recorded per session. Then, posttest was carried out and finally after 2 weeks of detraining, retention test was performed in the same condition for all groups. Transfer test in a new condition (different from training condition) was performed 24 hours later. Heart rate index was used to asses the level of arousal of subjects at rest and during training. To analyze data, one-way ANOVA test, analysis of variance with repeated measures and Bonferroni post hoc test were used. Results showed that all groups improved in the acquisition phase and there was no significant difference in free throw scores among the three groups in the acquisition test (P=0.145). But in the retention test, music group achieved highest scores and in transfer test, music and audience groups were significantly higher than the control group (P=0.000).