Though high-stakes testing currently dominates educational policy, few studies examine the consequences of such testing for the teaching and learning of literature in secondary English classrooms. This study takes a multi-layered approach to specify how a high-stakes exam positioned students as readers of literary texts. Drawing on both critical discourse analysis and socio-cultural literacy studies, the study traces the discursive processes through which the exam entered into tasks and talk about a novel in two classrooms to marginalize and contain students' substantive engagement with the issues of race and racism central to the novel. The study points to the need for close analyses of testing texts and of how they influence the ways in which teachers and students read and respond to literature. (Contains 3 tables and 1 note.)