Unlike research in reading which focuses on data from individuals reading independently, this study identified second language (L2) college students' reading processes that occurred within dyadic peer interactions during shadow-reading, a collaborative procedure based on repetition and summarizing. Also, written retellings (immediate and delayed) were collected to assess the impact of shadow-reading on comprehension and retention. The qualitative analysis of the data was based on the collaborative talk that occurred as partners either attempted to resolve language-related problems in the text or discussed idea-related situations. This analysis revealed comprehension-enabling and comprehension-building processes. The quantitative analysis was based on a numerical assessment of the retellings of the shadow-reading participants and of another group, who read the text individually, without shadow-reading. The shadow-reading group performed significantly better in both conditions, immediate ("p" less than 0.037) and delayed ("p" less than 0.004). The pedagogical implications of the use of shadowing in L2 classrooms are discussed. (Contains 2 tables.)