This review looks at the reform movements in the nation's two most populous states--Texas and California. Both states are in a desperate pursuit to demonstrate student competency of standards and achievement by way of student performance on standardized tests to meet federal No Child Left Behind (NCLB) compliance. In examining the accountability programs in California and Texas, the article looks at both federal and state legislation regarding testing and accountability, a history of testing programs used, the impact of NCLB and high-stakes testing on curriculum and instructional practices, and its impact on the achievement gap between students of color and White students. (Contains 2 tables.)