“‘Shakespeare in Prison’: A South African Social Justice Alternative” interrogates the validity of certain ‘Shakespeare in prison’ initiatives. In so doing, it engages in ongoing criticism of arts outreach projects and their effectiveness, while highlighting the role of anti-mass-incarceration activists who denounce such well-meaning efforts as unwittingly abetting the ongoing commodification of detainees. As an antidote to projects that seek to “salve with the balm of the Bard”, the chapter offers an alternative South African ‘Shakespeare in prison’ educational experience, which consciously seeks to de-commodify the incarcerated by empowering inmates to confront their fear of Shakespeare, not as an intellectually superior literary or dramatic construct, but as a very real counter to the ‘fear’ of their violent day-to-day existence.