Recent discussions of ungrading highlight its importance in the educational research community. This study focuses on 12 students in an Educational Psychology, Master's level, synchronous online course taught using an ungraded, phenomenological approach. Transcripts of participant reflections were coded "in vivo" and developed into themes. Findings included a context of "difference" in which students experienced a "mental transformation"; being "untethered from traditional structure"; learning with "wonderful classmates"; and the need for more college teaching that goes "far beyond" a test or quiz. Results indicated that ungrading and aspects of the phenomenological approach stood out to students as they reflected on an ungraded course.