This article extends the literature on teachers' career paths by attending to the experiences of educators when they were students in secondary classrooms. Grounded in the perspective that biography is central to teaching, we investigate undergraduate pre-service teachers' educational experiences, views on teaching and learning, and professional plans. We draw upon life history interviews with 40 prospective teachers at three institutions across Pennsylvania, USA. We find that past educational experiences are intricately connected with career choice, intended professional path, and pedagogical focus. This paper identifies and discusses three forms of modeling--disciplinary, mentoring, and empowering--which influence pre-service teachers in powerful and enduring ways. These forms of modeling expand our understanding of teachers' career intentions and apply the apprenticeship of observation to planned career paths.