As teachers, an important part of planning curriculum is considering the relevance of what they teach their students. The author believes that project-based learning that integrates technology, language arts, and critical media literacy can be a powerful tool for learning. Not only does this kind of work connect students to the curriculum, it also connects them to their community by involving them directly in learning about local issues. The author decided, therefore, to focus her curriculum on student video production. She saw it as a way to create a space in the curriculum where the students' culture, experiences, and values could be utilized and validated. It would also be a medium through which student voices could be heard--particularly those whose voices might not otherwise be heard at school. In this article, the author describes how she planned and implemented her first video project which involved twenty-three students. The students ranged in age from fourteen to seventeen years and their reading ability, based on the San Diego Quick Reading Assessment, spanned a range from fifth-grade to tenth-grade levels. In this project, video production provided students with opportunities to be "experts," and to bring their pre-existing knowledge, interests, and life experiences into the curriculum while also engaging them in reading, writing, speaking, and listening. Students have a great deal of experience with popular culture and the media. Based on the knowledge they already possessed about television and movies, the students were able to quickly become experts in the video production project. The students started with what they knew, and grew as learners and communicators. Ultimately, all of the students were able to produce a video "text;" a means of communicating that incorporated speaking, music, and electronic images.