This chapter looks at the actions and responsibilities of program-makers representing people with learning impairments using BBC3’s documentary Growing Up Down’s. The film shows a group of actors with learning impairments rehearsing and performing Shakespeare’s Hamlet in their company’s hometown of Winchester and on tour, as well as their lives outside the theatre. It explores the way in which meaning is constructed from, rather than inherent in, actors’ impairments, particularly by the juxtapositions the program-makers create between the impairments, their supposed effects and Shakespeare’s words. In Growing Up Down’s, the actors are constructed using both capacity and deficit models of disability, but an error of judgment on the part of the program-makers in using Shakespeare to mean about actors with impairments undercuts this balance in the closing lines of the documentary. I argue that well-meaning documentary-makers run the risk of “meaning by” and talking over the heads of people with impairments. This is particularly prevalent in the current UK television culture that highly values transformation and rehabilitation narratives. It suggests that problematic examples of advocacy could be avoided and replaced by self-advocacy if the people with impairments being represented on screen were involved throughout the production process.