My own interest in mentoring began during my first year of college. As a naive freshman, was surprised when a faculty member approached me after a large lecture class and mentioned that he had read my last assignment and thought had a lot of academic ability. suggested he must have confused me with another more promising student. Upon his insistence, the conversation continued as did the relationship. Thirty years later, the fact that his interest focused on my person, rather than my understanding of a component of his course, still motivates me to pursue mentoring relationships with undergraduate students.During my freshman year spent many hours in that professor's office, asking questions about classes, majors, careers, and further education. The earliest discussions dealt with issues focused mostly on my educational pursuits, but over time, the discussions evolved, often into issues of a more personal nature. One day, while sitting in his office, said to myself, I want to do what he does. My interest in higher education, being a faculty member, and positively impacting the lives of students, began that semester as a result of that relationship. When think about the significant impact professors can have on the lives of their undergraduate students often think of that professor and his investment in students outside of the classroom. My interaction with him, our relationship, has been life changing educationally, professionally, and personally. Until his untimely death ten years ago, Dr. Palfreyman would regularly call me asking about, my personal and professional goals, how my family was doing, what scholarship currently was working on, and whether or not he could help me in any way. Before he died, the relationship came full circle. In the completion of his doctorate, had the privilege of being his mentor as he completed the statistical analyses for a dissertation on the not surprising topic of mentoring.This paper describes the mentoring relationship of one faculty member with three undergraduate mentees and highlights some of the beneficial outcomes for faculty and students. The description of mentoring here is not meant to be the best model to follow. It is one example of how a mentoring relationship develops over time and how it benefits students and faculty. The aim is to present a model and rationale for mentoring that will encourage faculty, students, and universities to be more strategic in developing these relationships. To that end, have incorporated comments from three former proteges, hoping to provide a glimpse into our lived experience, and the reciprocal nature of mentor-mentee relationships. Each of my co-authors was asked a series of questions and then responded describing their experiences in relationships with any of their undergraduate mentors. Each of them is a first generation student. Jessica Fish graduated from Central Michigan University (CMU) in the spring of 2008 with a double major in Family Studies and Psychology. Currently, she is a graduate student in the Marriage and Family Therapy (MFT) program at Purdue University, Calumet. John Sowders graduated from CMU in 2008, with a double major in Child Development and Psychology. John is a graduating MFT student at the University of Wisconsin, Stout and has been admitted into the MFT Ph.D. program at the University of Louisiana, Monroe. Lee Kuhn graduated from CMU in the spring of 2009, with a double major in Family Studies and Psychology. Lee is in the graduate MFT Program at Syracuse University. Throughout the paper each of these students adds their voice and describes their experience being mentored.Mentoring DefinedIn the empirical literature, mentors are referred to as coaches, a mixture of good fathers and friends (Levinson, Darrow, Klein, Levinson, & McKee, 1978). More recent definitions suggest that mentoring is a deep understanding and appreciation for the circumstances and unique abilities of a protege that go beyond an interest in any single personal dimension. …