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This paper argues that hip-hop music is an effective way to reach previously marginalized urban youth and to teach them critical and analytical skills necessary for succeeding in school. It suggests that students learn more effectively when motivated, and hip-hop music is a tremendous motivating force for urban youth. It is also a legitimate voice of urban youth resistance and a viable literary genre worthy of serious academic contemplation. The first section shows how students are more inclined to develop literacy skills if they have a cultural frame, which will help them understand the material presented during instruction. The second section argues that rap music and urban youth are closely aligned, discussing the literary viability of rap texts, their worthiness for serious academic study, and their ability to be used to scaffold complex literary concepts. The third section looks at a high school unit that was created to incorporate elements of popular culture as well as to facilitate the critical understanding o