In this curriculum for elementary and middle school drama students, the author recommends numerous resources for teaching Shakespeare. The author relates numerous experiences teaching Shakespeare to inner city Houston children. There is a detailed description of several acting exercises and teaching techniques to help students relate Shakespeare to their lives. There are many recommendations on how to act Shakespeare with young actors. The curriculum essay also discusses how younger students can discover Shakespeare’s language and speak it aloud in class. There are several lesson plans to help students learn all about the play Twelfth Night. The lessons are designed to help students have positive experiences with Shakespeare’s exciting story, the language, and the play’s themes. One scene from Twelfth Night is explored as an opportunity for students to learn about and enjoy learning about Shakespeare. Students will gain confidence and experience with subject matter that is not usually attempted in the elementary classrooms. It is a fun and exciting unit.