A summer English class for gifted fifth- through eighth-grade students was designed to allow students to interact with literature by adapting short-stories into plays that the students then produced, performed, and filmed. During the prewriting phase, students discussed qualities most essential to a story or film, and compared a short story with its film version. Students then completed a teacher developed learning activity packet on adapting short stories into plays. During the writing/selection phase, students worked independently adapting the stories they had selected, sharing them with peers and adults for feedback, and revising their writing based on evaluations and guidelines established in earlier classes. The class was then divided into two groups, each with actors and technicians, who chose one play they felt they could best produce in the required time. During the production phase, actors rehearsed, technicians practiced with their equipment, and technical scripts were prepared. Rehearsals were filmed to allow additional practice and self-evaluation. On each of the last three days of the class, the two productions were filmed as performances, each successive performance showing improvement over the previous one. One of the films placed second in a county film festival competition. (Student responses to the course and festival proposal are included.) (HTH)