In this commentary I explore the significance of Valerie Walkerdine's paper 'Video Replay: Families, Films and Fantasy'. I review its impact in 1986 and then discuss how some of its ideas about subjectivity and popular culture -specifically film -can be developed in the contemporary context. A recurring fantasy of Rocky II and its reception is that of social and psychological transformation. I address this theme by drawing on the work of Christopher Bollas to argue that Walkerdine's psychosocial analysis continues to facilitate, across a range of contexts, some of the transformational processes described in her article.Keywords: transformation; masculinity; popular culture; fantasy; film; creativity Valerie Walkerdine's 1986 paper, 'Video Replay: Families, Films and Fantasy', continues to be significant for those of us working across the boundaries of psychosocial and cultural studies. In this brief commentary, I discuss that essay's usefulness in deploying psychoanalytic theory to explore unconscious investments in the fantasies and narratives of popular culture and the media. I first came upon Walkerdine's paper when I was an undergraduate Cultural Studies student in the 1980s. Burgin et al's (1986) Formations of Fantasy, the book in which the paper first appeared, was regarded as a cutting-edge text for those of us interested in the vexing questions of subjectivity, popular culture and the unconscious, and I have returned to it in various contexts ever since. For a student coming to Walkerdine's work for the first time, her style was emancipatory. In both its reflective honesty and also the boldness of its 'can-do' approach it has challenged the commonly held assumptions about what is 'allowed' in cultural studies research. In this sense, Walkerdine's paper has opened new spaces for identification and creativity on the part of readers. Importantly, it has afforded, across a range of contexts, some of the transformational processes Walkerdine describes.In the late 1980s, the use of psychoanalytic theory to explore the relationships between subjectivity and popular culture was limited mainly to a Lacanian Screen theory model, which focuses on a universalising notion of the spectator, governed by the psychical dilemmas of the male oedipal journey. Laura Mulvey's (1975) 'Visual Pleasure and Narrative Cinema' was a landmark paper in this regard, and Walkerdine's work provides a useful counterbalance to Mulvey's vision of the passive (female) spectator, pinioned to her seat by the forces of the cinematic apparatus and the patriarchal male gaze. 'Video Replay' takes an interdisciplinary approach that combines aspects of cultural and psychoanalytic theory, challenging the passive Screen model of the subject in popular culture to produce what Walkerdine