This article examines students' participation in Boalian Theater activities to role-play, rehearse, and develop strategies to use when bullied or witnessing bullying. One intention of the theater was for students to respond and to engage in perspective-taking and empathy as one of the ways of responding to bullying experiences and making sense of the differences they experienced. As students begin to experience the "other" as human, like themselves, then empathy for the actor may motivate the audience members to intervene in the events displayed on the stage. Educators who value humane learning environments are more likely to model care and empathy for their students. By incorporating Boalian Theater as an ongoing component of the classroom experience, educators engage students in a theatrical conversation that promotes empathy and perspective-taking, helping them make sense of differences and address issues of bullying.