Purpose: Although quantitative benefits of mindfulness training have been demonstrated in youth, little is known about the processes involved. The aim of this study was to gain a detailed understanding of how young people engage with the ideas and practices known as mindfulness using qualitative enquiry. Methods: Following completion of a six-week mindfulness training program with a nonclinical group of 11 young people (age 16-24), a focus group (N = 7) and open-ended interviews (n = 5) were held and audio-recorded. Qualitative data, collected at eight time points over three months from the commencement of training, were coded with the aid of computer software. Grounded theory methodology informed the data collection process and generation of themes and an explanatory model that captured participants' experiences. Results: Participants described their daily lives as beset by frequent experiences of distress sometimes worsened by their unhelpful or destructive reactions. With mindfulness practice, they initially reported greater calm, balance, and control. Subsequently they commented on a clearer understanding of themselves and others. Mindfulness was then described as a "mindset" associated with greater confidence and competence and a lessened risk of future distress. Conclusions: Participants demonstrated a sophisticated understanding of and engagement with mindfulness principles and practice. Their reported experience aligned well with qualitative research findings in adults and theoretical literature on mindfulness. An encouraging finding was that, with ongoing mindfulness practice and within a relatively short time, participants were able to move beyond improved emotion regulation and gain greater confidence in their ability to manage life challenges.