The research question for this project sought to identify factors that encouraged people to stand up to people who were discriminating against others. Seventeen students who had previously stood up against other people participated in one of three semi-structured focus groups. The analysis produced four themes, each with multiple categories which highlight factors that encouraged the participants to confront prejudice and discrimination. Main findings include the importance of connection with the individual being discriminated against, being educated about systems of oppression, perceiving discrimination as potentially harmful, and emotions such as anger, guilt, and pride. Implications for clinical work and the development of bystander training programs are provided, as well as implications for previously existing models of bystander intervention are discussed.