This paper argues that taking seriously the embodied and affective dimensions of thought is important in relation both to the critical and transformative possibilities of Law-and-Film scholarship. In it, the authors begin the work of revealing the ways that film works to produce what Raymond Williams called the 'structures of feeling' that help to cohere contemporary legal and political institutions. In its first section, it seeks to develop a more robust vocabulary for discussing how films work on their viewers. Building on the insights of William Connolly regarding the multilayered nature of thought, it discusses how the non-cognitive registers for thinking of technique, perception and affect are brought together in film. In the second section, the paper explores how these effects might be understood through a close reading of three short scenes drawn from the films The Piano (1993), Minority Report (2002) and Dead Man (1994). In the powerful contrast of 'affect' produced by each of these scenes (the latter two containing minimal narrative content), the authors make an argument for the significance of attending not only to the (fixed) representative or ideological dimension of film, but also to its movement, its flux and possibility as energy.