For students, a multi-level of learning goes into the production of a play. When students are involved in a production, they are reading, memorizing and interpreting a script. They are writing notes and learning to take stage directions, and they are using math concepts when they are building a set. On the stage they learn that the ensemble (or small group) is important as well as the entire group--no one person alone will make up a production, every player in the cast is important as are all the people behind the scenes. To motivate students is to have a student focused curriculum--one in which the student is permitted to discover, ask questions, and progress in an inquiry approach to learning. The teacher/director can get as elaborate or as minimal with the play production as he/she wishes, but the prime reason for performing the play is to engage the students in an authentic, artistic theater experience, so that they can discover not only what goes into the development of a drama, but form new insights to learning through direct involvement in theater production that include characterization, plot development, sequencing, movement, and gesture. An original 9-character play, "The Starlight Princess," can be used by teachers to engage elementary students in learning through theater. (NKA)