Students' understanding of history may be shaped less by their social studies teachers than by the powerfully ubiquitous, historically themed media images they passively consume outside of school. In this article, the author describes two strategies conducted during a classroom-based action research study designed to explore how historically themed film can be used to scaffold activities that encourage middle school students to conduct inquiries of the past and critically evaluate feature films and documentaries. Data collected from student surveys, focus group discussions, assignments, and classroom observations suggested that students benefit from well-structured activities that encourage them to compare historical accounts with cinematic portrayals of the past. In particular, the Know-Wonder-Learn and anticipation guide strategies can encourage critical viewing and thinking about how film accounts are created. The following are appended: (1) Abbreviated Viewing Guide for Joan of Ark (Miller, Parker, and Duguay 1999); and (2) Anticipation Guide for Islam: Empire of Faith (Grupper and Gardner 2002). (Contains 1 figure.)