The Mixer-Subverter is an online system that allows children to integrate the activites of play (from giving to stealing; from sharing to being forced to receive) and the activities of video editing (creating, juxtaposing, controlling) into a never-ending process of mix and subversion. It invites the storyteller within each of us to compose and visualize movies, images, and sound environments while writing a story. In addition, the Mixer-Subverter encourages playful collaboration in an exchange network of unique media artifacts.