Westerns created outside of the United States and Europe present a productive corpus for examining the shared imperatives of western studies and Third Cinema. The Thai Western Tears of the Black Tiger (2000) and Brazilian filmmaker Glauber Rocha’s Antonio Das Mortes (1969) represent two extremes, both thematically and chronologically, in re-appropriation strategies of the Western by Third Cinema filmmakers. In this essay, I intend to explore the narrative, stylistic, and genre conventions that these two films manipulate and effectively revise for their respective cultural frameworks. Some of the issues that concern me include memory and power, colonial and postcolonial temporality, questions of language and translation, and most important, aesthetics and politics in cross-cultural genres. Through this film analysis, I will demonstrate how the discourses of Third Cinema and western studies contribute and shape my methodology and create a potential pedagogical model for critical media and cultural scholarship.