The documentary "Waiting for Superman" has become one of those rare things, a (supposed) documentary that generates a wider audience. It also is one of the more recent embodiments of what Nancy Fraser (1989) labels as the "politics of needs and needs discourses." Dominant groups listen carefully to the language and issues that come from below. They then creatively appropriate the language and issues in such a way that very real problems expressed by multiple movements are reinterpreted through the use of powerful groups' understandings of the social world and of how we are to solve "our" problems. This is exactly what is happening in education; and it is exactly what this film tries to accomplish. We critically examine the arguments and assumptions that the film makes, as well as how it makes them. In the process, we demonstrate how it elides crucial questions, contradicts many of its own claims, and acts to close off the kinds of substantive discussions that are essential for serious educational reforms.