Bullying is a prevalent issue in schools, and the importance of involving bystanders in bullying prevention has been recognized; however, there are few studies that examine personal characteristics that relate to the five steps of Latané and Darley's (1970) Bystander Intervention Model (notice the event, interpret as an emergency, accept responsibility, know what to do, and act). This study examined cognitive and affective empathy and perceived popularity and their relation to each of the five steps of the Bystander Intervention Model in Bullying (Nickerson, Aloe, Livingston, & Feeley, 2014), as well as explored if gender changed those relations. With a sample of 346 sixth to eighth grade students, we found a negative relation between perceived popularity and noticing bullying events. For boys, higher affective empathy was associated with a greater likelihood of interpreting bullying as an emergency and accepting responsibility for intervening, but for girls, their perception of bullying as an emergency and accepting responsibility was stable regardless of their level of affective empathy. (PsycINFO Database Record