State penitentiaries and inner-city schools are not usually the first venues that come to mind when one thinks about going to see moving productions of Shakespeare's works. So when husband-and-wife filmmaking team Hank Rogerson and Jilann Spitzmiller and veteran documentarian Mel Stuart each read articles about the amazing work taking place in these unusual settings, they were inspired to pick up their cameras.

Stuart's film, The Hobart Shakespeareans, focuses on inspirational teacher Rafe Esquith, whose amazing dedication and innovation opens up new ways of thinking for his nine-to-11-year-old students. Each year, he puts on a full Shakespearean production starring his "disadvantaged" pupils at Hobart Boulevard Elementary School , which is in a tough neighborhood in Central Los Angeles . Reading , understanding and performing Hamlet is a challenge for even the most experienced of thespians, but the recent Mexican and Korean immigrants who fill Esquith's classroom prove they have the chops to go the distance. The Hobart Shakespeareans will make its broadcast debut on PBS' P.O.V. on September 6.

Shakespeare Behind Bars, Rogerson and Spitzmiller's documentary, follows an all-male Shakespeare company working at Kentucky 's Luther Luckett Correctional Complex as they rehearse The Tempest, Shakespeare's last play. The actors, all of whom are convicted felons, are led by volunteer director Curt Tofteland, and use the play's themes of revenge and forgiveness to deal with their own violent histories. The film premiered at the 2005 Sundance Film Festival and was seeking theatrical distribution at press time. It will air on PBS sometime in 2006.

The films are very different from one another in a variety of ways, including structure and focus, but there are also some striking similarities between the two. Watching them back-to-back, one can't help but think about the fact that Esquith is trying to inspire his students to live the kind of lives that will keep them from ending up in a place like Luther Luckett. International Documentary asked each filmmaker to watch the other's piece, and then sat down with all three to chat about the magic of finding inspiration in unlikely places.

ID: What drew you to the subject matter? Did you have an affinity for Shakespeare before you started shooting?

Jillann Spitzmiller: For me, I really didn't. I was like, "I don't want to go to prison for a whole year." But I went and watched what was going on as these tough guys got notes from Curt, and then that was when we said, "Okay, there's plenty here to take a leap of faith and make a film."

Mel Stuart : I'm a Shakespeare nut, always have been. When I was 12 or 13, Henry V came out with Olivier. So I'm a young guy, I go to the theater. And then I saw it again the next day, and the next day. I saw it ten times, one after the other. I was never so blown away.

Hank Rogerson: In Shakespeare Behind Bars there's the Henry V speech [at the beginning of the film], so I'm sure you recognized that.

MS : Right! "We few, we Band of Brothers..."

HR: That was a speech that really resonated with me because it was my grandfather's favorite speech from the entire Shakespeare canon. And that was the very first day of our filmmaking.

MS: Oh, really!

HR: The inmate got up and did that, and I just felt like, "Okay, we're doing the right thing." It was something that meant so much to my grandfather, and all of a sudden to see this man who was a murderer, to see it resonate with himwow!

ID: What is it about Shakespeare that you think resonated with both the students and the prisoners?

MS: To me he's the ultimate writer who helps explain the ultimate truths about human existence. There's no one who writes so cleverly, so precisely, so deeply about any kind of emotion--whether it be love or hatred or betrayal or so forth. He can sum up human experience better than anybody.

He's been around 400 years. There has to be a reason for it. And people unconsciously--or consciously--get it. If you say, "To be or not to be," I don't care who you are, you know it.

JS: You could tell those kids knew what everything meant when they were performing. They knew that text, they studied it, they integrated it. Accessing Shakespeare gives people a great sense of accomplishment, and he [the Hobart student] is going to take that with him the rest of his life.

HR: Not only that. All the truth that we're talking about is right there in the words. It's not like Mamet, where it's all subtext. For kids, or for anybody, that's very powerful. Our modern language is so watered down and diluted. Shakespeare forces you to communicate the truth--whether you're ten years old or you're 45 facing another ten years in prison, it's no different.

ID: How did everybody react to having you in the room shooting? For so many of them, it's the first time they're getting up and doing this.

MS: What's the phrase? "Familiarity breeds contempt"?! I think for the filmmaker, when you're doing this kind of film, familiarity doesn't breed contempt, it breeds indifference. When I went to the class the first time, Rafe had that class conditioned in a way. He said, "Ignore the cameras." And after one or two days, they completely forgot we were there.

JS: Interestingly too, with our guys, they are so limited to their life experience that having new people in to listen to them was a real joy for them. Also to have a good side of their life validated, rather than getting negative attention for a crime--although obviously part of our film is discussing their crimes with them. But I think they were happy to be able to show that they're complex human beings and they're doing something constructive.

ID: One of the interesting things about both films is how non-judgmental they are. It would be easy to paint an overly sentimental picture of either of these groups, but the films are very balanced pieces. What advice do you have on how one keeps judgment out of a film?

MS: With scissors!

JS: Keep the sentimentality on the cutting-room floor.

MS: I think there's a moral code on the part of the filmmaker. We're just trying to present a slice of life in the truest style that we can, and whatever plays out plays out without influencing what happens. I don't believe in cinéma vérité in the sense that, "You don't place the camera here, you don't place the camera there, you don't get a close up of the teacher or of your convicts at a big moment." But you really have to step back and be morally right down the straight line and not try to shape those moments.

HR: It comes back to remembering your gut feelings in the filming process, or how you felt in the room when you were doing the interview and what struck you as their truth.

ID: What were some of the things you noticed when you watched one another's films?

JS: Mel, I was struck by your structure. You showed the kids in the play even from the beginning of the film, instead of just showing the play at the end of the process. That was something we grappled with--how are we going to structure this film? Are we going to put a little of that performance up front or throughout or just at the end?

MS: It's a hard problem when you're doing Hamlet. I know I'm not going to show two hours of Hamlet at the end of the film, so I wanted people to get a feeling of where the students were going. I did that by showing the teaching so they could see how the kids get there.

ID: Despite the vast differences in age and experience, the prisoners and the students had some similar reactions to working on the plays. For example, I noticed that learning discipline was a large part of the process for all of them. What lessons do you think they took away with them?

HR: A sense of accomplishment, a sense of intelligence.

JS: I think they also got to explore really intense emotion in a safe way. They got to explore anger that actually leads to death in a literary setting, but still have that experience. Maybe as a ten-year-old you reflect upon that, and as you get older and you have a choice of being in a gang or not, maybe you think, "Oh, well, all this killing in Hamlet really did end up to be very destructive." That's obviously Rafe's hope.

I think it's the same with our prison characters. In one rehearsal that is not in the film, the Prospero character has to get very angry and the prisoner is having a hard time doing it because he's always suppressed his anger in his family. And Sammy [a fellow castmate] coaches him and says, "You know, it's okay if you get angry here; nobody's gonna die."

I also think that the situation requires that the kids and the guys at Luther Luckett respect one another. That's something Rafe teaches a lot, and that's something Curt instills in the guys. They've become a real support system for each other while doing this. In these extreme situations where maybe in their family life they've really lacked support or respect or love, these groups become a family. They learn more functional behavior within this family than they learn in their own.

ID: Rafe has a new class of kids every year. How does he win their trust?

MS: Above all, I think the kids have the feeling of, "If I don't get it, he'll go over it and over it and over it again." So they feel he's really watching over them and cares about them. I think every kid in that class knows he is killing himself to make sure that they learn everything he's trying to teach them. There's a structure and they feel safe and they know they're being cared for.

HR: It's that feeling of "I matter."

MS: Right.

HR: I think that's also what's so important for the guys in Shakespeare Behind Bars. They said over and over again in interviews, "I can't believe this guy Curt comes in here and spends his time with us." And then he keeps coming back. And you know then that it's not only about putting on a play. They get that feeling from him that they matter.

Then when they put on the play and the other inmates watch them and their friends and family show up, wow. It's that thought of "I'm looked upon by society as a monster, but now they're able to see me as a person."

JS: Watching Hobart, I wanted a million Rafes spread about the country!

MS: I just hope that after people see this they realize with the proper teacher it can be done.