This qualitative study investigated older Russian immigrants' reasons for studying English, their learning strategies, and barriers to their progress. Ten men and women in their 60s and 70s were interviewed. Data were analyzed using the constant comparative method. Findings indicated that the participants' motivation for learning English was to become integrated into society, engage in meaningful communication, and function autonomously. Their method for learning was systematic study, both in English as a Second Language (ESL) courses and in self-directed activities. Barriers to learning included perceived memory problems, shame, poor health, lack of accessible ESL classes, and Russian social context. (Contains 1 table and 1 endnote.)