How can I incorporate Service-learning in my class? How can I use Service-learning to foster critical thinking skills? What are classroom-management techniques I can use to be successful? These are some questions to ask when considering this type of project. Service-learning is considered a High Impact Practice and a way to engage students in the classroom and in their community. In addition, Service-learning is a way to foster critical thinking skills. This presentation will focus on how Service-learning can create critical thinking opportunities for students, the three questions asked above, as well as how L. Dee Fink's Taxonomy of Significant Learning can be incorporated. Lastly, incorporating Service-learning into a class can provide an opportunity for research. This will be discussed briefly. The intended audience includes faculty interested in Service-learning and critical thinking.