Research examining the effects of track placement in the United States has predominantly focused on racial/socio-economic differences in access to learning opportunities. However, track assignment might also create academic social groups within schools that shape students' social-cognitive processes. This article provides a conceptual model that describes ways track placement might have direct implications for students' self-perceptions, beliefs, and goals prior to starting middle school. Additionally, the model demonstrates how track placement shapes differences in student-teacher interactions and peer relationships to impact academic performance and behavior. Finally, the model suggests that student race and school demographics might shape differences in students' track placement experiences. This model is especially important in highlighting the ways curricular tracking might create systemic differences in students' social-cognitive development to perpetuate educational inequities.