I will argue that the ambition to provide a naturalized aesthetics of film in Murray Smith’s Film, Art, and the Third Culture is not fully matched by the actual explanatory work done. This is because it converges too much on the emotional engagement with character at the expense of other features of film. I will make three related points to back up my claim. I will argue (1) that Smith does not adequately capture in what ways the phenomenon of seeing-in, introduced early in the book, could explain our complex engagement with moving images; (2) that because of this oversight he also misconstrues the role of the mirror neuron system in our engagement with filmic scenes; and (3) that an account of embodied seeing-in could be a remedy for the above. In order to demonstrate the latter point, I will show how such an account could contribute to the analysis of a central sequence in Alfred Hitchcock’s Strangers on a Train (1951) that Smith also discusses.