A Brain-Emulating Cognition and Control Architecture (BECCA) is presented. It is consistent with the hypothesized functions of pervasive intra-cortical and cortico-subcortical neural circuits. It is able to reproduce many salient aspects of human voluntary movement and motor learning. It also provides plausible mechanisms for many phenomena described in cognitive psychology, including perception and mental modeling. Both "inputs" (afferent channels) and "outputs"' (efferent channels) are treated as neural signals; they are all binary (either on or off) and there is no meaning, information, or tag associated with any of them. Although BECCA initially has no internal models, it learns complex interrelations between outputs and inputs through which it bootstraps a model of the system it is controlling and the outside world. BECCA uses two key algorithms to accomplish this: S-Learning and Context-Based Similarity (CBS).