This paper is set out in three parts. The first is a theoretical discussion about the ways in which we become gendered through the particular discursive patterns made available to us in our culture(s). The second provides a detailed analysis of a classroom in which the teacher, Mr Good, is working with the boys in his class to try to get them to take themselves up as literate in ways that might more usually be eschewed by boys who achieve hegemonic masculinity. The third part develops a definition of critical literacy that follows from the first two parts and which is relevant to the teaching of literacies to boys.