My dissertation revisits the wide-reaching transformation of critical discourses on modernity during the "long" decade of the 1960s from the vantage point of the vast national interiors of Argentina and Brazil. More specifically, I take cinema as a tool for "thinking spatially," in order to reappraise of some of the basic premises of the so-called spatial turn in critical theory and analysis, a process taking shape throughout the sixties and marked by a general shift away from concerns of time and history towards questions of space and geography. Three films serve as my points of departure: Tire dié by Fernando Birri (Argentina, 1958); Iracema: uma transa amazônica, by Jorge Bodanzky and Orlando Senna (Brazil, 1974); and Brasília, Contradições de uma Cidade Nova, by Joaquim Pedro de Andrade (Brazil, 1967). In each work, the critique of modern ideals is strongly conditioned by the problem of extensive geography, which manifests in varied and complex ways in the spatial configurations of all three films. By analyzing the geographic imaginary that underlies these cinematic configurations of space, I engage both the foundations of spatial discourse in Argentina and Brazil—especially as formulated by nineteenth century intellectuals Domingo Faustino Sarmiento (Argentina, 1811–1888) and Euclides da Cunha (Brazil, 1866-1909)—as well as the correlations between urban conceptions of the modern condition and distinctly non-urban elements of spatial discourse. Ultimately, my project challenges the primacy of the city as the paradigmatic context for any critique of the modern project, let alone the postulation of modernity's demise. In turn, my work begins to delineate a "minor spatial theory" that emerges, not in unanimous opposition to hegemonic discourses on late modern space, but rather as the dynamic effect of specific, spatially inflected discursive formations that cut across multiple "peripheries." Finally, my dissertation means to provoke a renewed emphasis on rigorous formal analysis in Latin American film scholarship, particularly as it regards the flourishing independent cinema of the sixties and seventies.