This article presents an approach to music listening that creates spaces for critical literacy, inviting music educators to consider critical literacy practices when listening and responding to music. We begin with a discussion of critical literacy pedagogy in the context of music education followed by a sample flexible lesson plan that uses critical literacy as a framework to guide a music-listening experience. We then outline research-based critical literacy strategies used to frame the design of the learning experience. Through critical literacy listening, students can learn to recognize explicit and implicit messages presented in musical selections and construct new understandings that allow them to enter into a dialogue with the musical text.