This article examines how film can be used to engage students in critical thinking, and it offers a framework for using film to build citizens of character. We argue that the use of film in the classroom can help students analyze their values and decision making for the purpose of becoming effective citizens. A brief history of character education in the United States is discussed with its connection with the development of responsible citizenship. Furthermore, the article provides a filmography of character education-related films for elementary, middle, and high school teachers. The focus is to provide teachers with an alternative approach to preparing students for responsible citizenship in the 21st century.