Purpose: Literacy research exploring multimodal composition and justice-oriented children's literature each have rich landscapes and histories. This paper aims to add to both of these bodies of scholarship through the emerging assemblage of Studio F, a fifth-grade classroom. The authors share poststructural analytic encounters with attention to the unexpected multimodal relationships and the justice-oriented talk and texts that emerged, as well as the classroom conditions that produce them. Design/methodology/approach: The authors think with assemblage theory to examine the newness that emerged as one small group of students wrestled with the emerging instances of racism present in Freedom Summer by Deborah Wiles. Findings: Together, the living arrangement of bodies, materials and discourses created openings for students' explorations of race and racism. Originality/value: This paper offers teachers and researchers space to rethink what is possible in the literacy classroom when the authors re-envision classrooms as vibrant assemblages, support emergent multimodal composing processes and follow students' critical encounters toward justice-oriented literacies.