Abstract: A computer-assisted system and method for foreign language instruction. A motion picture having audio dialog in a target language is stored, in a computer-readable form, with chapter divisions, scene subdivisions and dialog sequence sub-subdivisions. In an Engage Mode, the motion picture is played on a display screen sequence-by-sequence, scene-by-scene, and chapter-by-chapter for a student listening to the audio dialog on a speaker. Interlinear target and source language subtitles are provided with interactive capabilities accessed through cursor movement or other means. The interlinear subtitles may be semantically color-mapped. After selecting a scene to view, the student is progressed through a series of modules that break-down and dissect each dialog sequence of the scene. The student studies each dialog sequence before moving to the next scene. Likewise, all scenes in a chapter are studied before moving to the next chapter and ultimately completing the motion picture.