This study developed the Hand Puppet Book media need assessment to improve the higher order thinking skill and character of the 4th and 5th grade students of elementary schools in Sleman. Preliminary data of the research and development collected through observations, interviews, and questionnaires. The sample of the study are 121 students of 4th and 5th grade of elementary schools, and 24 teachers of elementary school in Sleman. The findings in this study are (1) there are limitations in the use of learning media,(2) student’s learning media that can support higher order thinking skill and characters, and (3) there is no optimal student’s higher order thinking skill and characters. Therefore, there is need of the Hand Puppet Book media to be developed to improve student’s higher order thinking skill and characters.