This paper reports on the effects of movies on the acquisition of English language among students at a tertiary institution in Malaysia. In this study, “out-of-class” activities are leisure activities that students do outside classroom setting and watching movie is one example. The study aims to examine the effects of movies on the students’ Affective Filter (i.e. motivation, anxiety, and self-confidence). The Affective Filter is a mental block that prevents language learners from being receptive towards comprehensible language input, thereby disrupting their acquisition process. In order for smoother acquisition to occur, the block needs to be lowered and one of the ways in achieving this is through out-of-class activities. The study also aims to examine the influence of movies on the students’ English acquisition process. The participants of this study were low-achieving students. Data were collected through Facebook group discussions, participants’ reflective notes and focus group interviews in this qualitative research. The findings of this study reveal that students’ Affective Filter level is slightly lowered which allowed them to acquire new language skills namely vocabulary and pronunciation knowledge. From the findings, English teachers should consider utilizing movies as a learning tool. Students