To prepare students for the 21st-century workforce, composition instructors need to provide students with access to and experience with “21st-century [literacy] skills" (Black, 2009). By combining gaming literacy—which includes multimodal proficiencies and community-based learning—and fan-fiction—which offers writers the chance to remix popular texts while working within a collaborative and critically-assessed community—in the classroom, educators can synthesize 21st-century modalities to establish a multimodal discourse for students. Though video games are often portrayed as time-wasters or instigators of violence, Jane McGonigal (2010) has explained how video games can help “save the world” by building up the “problem-solving resilience” of gamers. Similarly, fan-fiction affords writers opportunities to apply critical thinking skills and analysis as they rewrite stories and characters to whom they can better relate. As Rebecca W. Black (2009), Angela Thomas (2006), Kevin Roozen (2009), and Soomin Jwa (2012) have established, fan-fiction allows students to use dialogical writing practices that sharpen their academic writing skills. By combining videogame literacy and fan-fiction, composition students can participate in a “semiotic domain” that requires multimodal proficiency and “critical learning” (Gee, 2001). This text will explore how we can use video game literacy and fan-fiction in the composition classroom to help students establish 21st-century literacy skills, like critical thinking, reasoning, collaboration, and online proficiency.