In Illinois school districts, a service-learning mentoring program is being used to increase student retention and achievement by providing student-led social support for high school freshmen, as well as opportunities for student development, civic engagement and academic success. The National Dropout Prevention center/Network (NDPC/N) recommends service-learning as an effective strategy for increasing students' self-esteem, promoting social development via opportunities to work in teams and collaborate with others, and developing their sense of responsibility. Mentoring is also highly recommended strategy. In 2007, the Illinois Lieutenant Governor's Office provided an opportunity to apply for the K-12 School-Based Learn and Serve Grant. This grant aims to address the need to enhance the freshman transition experience in its districts. This article discusses the planning, implementation, and the operation of the service-learning program in Illinois for 2007-2010. (Contains 5 endnotes.)