Background: Medical schools use supplemental peer-teaching programs even though there is little research on students' actual experiences with this form of instruction. Purpose: To understand the student experience of being taught by peers instead of by faculty. Methods: We conducted focus groups with first- and second-year medical students participating in a supplemental peer-teaching program at one institution. From the learner focus group themes, we developed a questionnaire and surveyed all first-year students. Results: Focus groups revealed four learner themes: learning from near-peers, exposure to second-year students, need for review and synthesis, teaching modalities and for the peer-teachers, the theme of benefits for the teacher. Factor analysis of the survey responses resulted in three factors: second-year students as teachers, the benefit of peer-teachers instead of faculty, and the peer-teaching process. Scores on these factors correlated with attendance in the peer-teaching program (P less than 0.05). Conclusions: Students valued learning from near-peers because of their recent experience with the materials and their ability to understand the students' struggles in medical school. Students with the highest participation in the program valued the unique aspects of this kind of teaching most. Areas for improvement for this program were identified.