When you walk into Mimi Butler's office in John McKay Center at USC, you will see it filled with photos, jerseys and memorabilia collected over the course of her 16 years working in Student-Athlete Academic Services (SAAS).

One photo stands out above the rest. It's a candid photo of Butler, smiling up at former USC football player Antwaun Woods on his graduation day. Transcribed on the photo is a message from Woods: "To Mimi, thank you for being a mom, counselor, learning specialist and everything else you were for me. You're the best! A. Woods '99."

Now playing in the NFL for the Dallas Cowboys, Woods says Butler is the reason he made it.

She says that's not so, "I know that's not true. He made it on his own."

Butler is not one to love the attention that might come with her work. She certainly does not want to take credit for another's success. She calls herself a facilitator. Her work is guided by the words her mother always told her: "It's the power of one. If one person believes in you, that helps you achieve your goals. I always try to be that one."

Butler was Woods' learning specialist, but to him, she was and still is much more than that. Woods calls Butler his mother.

"She's the most important person at USC to me," he said. "Blood couldn't make us any closer."

Woods graduated three years ago, but that hardly marked the end of his relationship with Butler. She recently attended his son's first birthday party. She will be at his wedding.

To walk into Butler's office is to see that she was – and is – very important in the lives of many student-athletes, like Woods. She has always been one to go above and beyond what the job description requires.

Her career began teaching at the high school level, before becoming the Department Chair for Developmental Education at Riverside City College.

Butler has always been attracted to working with students who want help.

"I have a passion for the marginalized," she said. "I didn't have a hard life growing up. I've always done well in school, I came from a very nice family background and I feel like I was really lucky and not everybody is as lucky as me."

Butler was initially hired at USC to run a tutorial program for the University. She immediately offered to use her background in reading and learning disabilities to craft workshops for students in need. Many of these students were athletes.

At the time, Butler said the academic support system for student-athletes was insignificant.The University did not employ even one learning specialist.

She took the student-athletes who were identified as the most "at-risk" and worked with them individually. Butler became the first part-time learning specialist for SAAS.

What started as an experiment grew into an entire department now equipped with seven full-time learning specialists.

At the same time, Butler found her passion. She realized how much she loved working with students one-on-one. She liked getting to know the student-athletes as individuals and finding out things about them that they maybe didn't even know about themselves.

As she explains it: "Opening it up and finding the pearl."

Kenechi Udeze was one of Butler's first student-athletes when he played for USC – he is now the Trojans' defensive line coach. His Minnesota Vikings jersey was the first to be added to her office collection – to this day, you will find it draped over her chair with pride.

Redshirt freshman Jay Tufele took over Woods' old spot on the USC defensive line – and in Butler's office.

"I just love Miss Mimi, she's like my mom," Tufele said. "I'm grateful for everything she's done for me."

According to him, Butler has been his motivator in the classroom from the moment he stepped on campus. She stays with him for as long as he needs, and he said with great appreciation, she never complains.

"School takes a toll on you, so having someone like Miss Mimi to help you every step of the way," Tufele said. "I'm just really grateful and blessed to have Miss Mimi in my life."

Butler's job description says learning specialist but, like Woods, many call her a second mom. Knowing that many student-athletes are far away from home, Butler embraces that role. Each year, she hosts a Thanksgiving dinner at her house.

"My students are human beings and they can't be successful as a student if they don't feel good about themselves," she said.

Woods went to Butler's Thanksgiving dinner every year, despite the fact that he lived just 10 minutes away from campus.

"Oh my God, I get teary when I think about that because I've learned a lot from Antwaun – about never giving up, persistence, overcoming all obstacles. … I learned about the power of love and about the power of positive thinking," she said.

Woods, she said, was raised by his father and grandmother in what has long been regarded as one of the most challenging neighborhoods in Los Angeles. Woods' father sent him to upscale Taft High School in the San Fernando Valley, where he had to take a bus every day – leaving at 6 a.m. and returning late at night after football practice was over.

While she expressed her pride for Woods graduating and making it into the NFL, she said what warms her heart the most is how great of a person – and father – he is.

Right back at you, Woods said. "She deserves to be a legend at USC."