In 2006, the author returned to school after completing the Teaching Shakespeare Institute at the Folger Library inspired with new performance-based ideas for teaching the plays. The author began to wonder about using Shakespeare as a vehicle for investigating "rich and strange" language with English Language Learners (ELLs). The author began by finding a willing ELL teacher who would allow her to co-teach a Shakespeare play to a group of English language learners. At her high school, ELLs receive sheltered instruction (content classes taught by a licensed ELL teacher) until they meet the state testing requirements for proficiency in English. Once they meet these requirements, ELLs are placed in a mainstream classroom. Judith Shea--energetic, optimistic, and an expert at her craft--volunteered her ELL 3 Reading and Writing class for this project. In their first year of collaboration they taught "The Tempest," and this past year they taught "A Midsummer Night's Dream." They have instructed students whose first languages include Spanish, Portuguese, Hindi, Vietnamese, Khmer, French, Albanian, Bosnian, and Arabic. To teach them, they combine Judy's expertise on teaching ELLs and her experience teaching Shakespeare and her background in adolescent literacy. This article presents the lessons learned as the result of the collaboration of these two urban educators fueled by the common goal of making reading Shakespeare accessible and enjoyable for students. (Contains 4 figures and 1 note.)