The purpose of this study is to determine the degree to which Opportunity to Learn (OTL), is associated with students’ achievement in US History. Opportunity to Learn stems from the basic premise that there is an important relationship between the quality and frequency of classroom instruction and students’ levels of academic success. The authors examine National Assessment of Educational Progress in U.S. History (NAEP-USH) assessment data in order to better understand the relationship between classroom- and student-level variables associated with historical knowledge as measured in the 12th grade. Findings document that instructional exposure (OTL) is a factor associated with learning outcomes; however, the OTL in history is not the same for all student populations. An opportunity gap is evident in these results and suggests that Black students are underserved in U.S. History. However, when controlling for poverty and other socio-economic variables, students’ predictive achievement on NAEP is positively associated with instructional exposure; yet, differences were observed for some but not all strategies measured in the full model. In the aggregate and disaggregate models, instructional exposure and motivational factors associated with OTL account for a large and significant percentage of the proportional variance (r2) in NAEP-USH achievement. We contend that instructional exposure is significantly predictor of historical knowledge. Findings from this study indicate: 1) student and school characteristics are significant factors associated with achievement, 2) pedagogical decisions are important and can greatly impact student learning in US History, and 3) culturally congruent instructional decision-making is needed to ensure positive learning experiences for Black students.