The percentage of healthcare clinicians and graduate healthcare students who come from Black, Hispanic/Latino, and Native-American backgrounds is significantly lower than the percentage of people from these same backgrounds nationwide (Rojas, 2010;Mitchell & Lassiter, 2006). This Interpretative Phenomenological Analysis (IPA) research explores the experiences of students from underrepresented populations who were successful in gaining admission to graduate programs for health professionals. The theoretical framework chosen for this study is Self-Determination Theory (SDT). It describes the importance of psychological well-being and is used to explore academic success . The findings of the study suggest that the successful students were motivated by several driving factors including returning to practice in their communities, financial stability, and feeling that they owed it to someone to succeed.They also understood the importance of setting goals, being persistent, taking initiative, having self-confidence, and making use of a variety of support systems (family, peers, professionals, and institutions). The participants shared stories of racial and cultural issues, some that made the process more difficult, and others that were positive and important for their identity. Finally, the findings include the financial and practical obstacles shared by all participants, but felt strongly by economically disadvantaged or first generation college students. Health professions advisors, faculty members, and undergraduate institutions can use this information to support underrepresented pre-health students.