As we move forward with new and innovated technology, we are meeting the needs of our patients, but there is one area which has not progressed; role modeling of professionalism in the clinical setting. The primary purpose for clinical is to provide hands on opportunities to nursing students. This enables them to develop patient care skills under the guidance of well experienced nurses. During this time they are also exposed to accepted behavior and values of the profession. Sadly, students report that their clinical rotations do not foster growth as a result of incivility imposed by professional nurses. We all have taken the Nightingale Pledge, but do we truly uphold this pledge when it comes to profession and shaping the future generation of nurses? Has nursing become so desensitized to acts of incivility that students have become victims during what is thought to be a learning environment? This presentation will detail an assignment in a BSN leadership course in which students described a personal incident involving incivility in the clinical setting. The purpose of the assignment was to have the students reflect on such an incident, identify a leadership style, change theory, and communication style that could be used by them in future situations. The first-hand accounts described by students were unexpected and eye-opening. Faculty took this rich qualitative data and decided to look for relevant themes. The main themes as well as sub-themes discovered will be discussed in addition to faculty strategies aimed at helping students end the cycle of incivility.