Two faculty members developed and implemented a successful, holistic, goal-oriented peer-mentoring project for two years at a midsize, urban university to enhance student success and retention. In year one, 12 juniors and seniors mentored 34 freshmen and sophomores; in year two, 14 upperclassmen mentored 40 underclassmen. A grounded theory approach was used to analyze goal-progress tracking data, postintervention survey data self-reported by proteges, and mentor journals. The following six themes emerged from this data analysis: "academic skills and knowledge," "career decision-making," "connectedness to others," "maturity," "physical well-being," and "aspiration." Findings advance our summary understanding of the context in which students may grow and develop because of holistic mentoring, understanding that may have value in informing the intelligent design of future mentoring experiences. Results also support program efficacy, from an overall standpoint as well as regarding improvements from the year one to year two versions of the program. (Contains 3 tables.)