Medical advances and lifestyle changes have resulted in older adults living longer and healthier lives. Nevertheless, older adulthood, as other life stages, requires change in work, family, and health. Self-directed learning (SDL) is one way of negotiating these transitions. The purpose of this study was to understand this process of learning. This study employed a general qualitative design incorporating in-depth, semi-structured interviews for data collection. The sample of 10 purposefully selected adults from a rural area reflected diversity in gender, race, education, and employment. The age of the participants ranged from 75 to 87. Data analysis guided by the constant comparative method revealed the following process: Self-directed learning begins with an incentive to learn plus an interest, leading to accessing resources; with systematic attention in their learning, some projects ended whereas others remained ongoing. There is also a catalyst, usually another person, interspersed in this process. The findings indicated changes in late life, especially those related to time, family, and loss are integral to the process of self-directed learning. Also, the rural setting of the participants was seen as a positive environment for learning.