This article examines motivations behind participation in education based on interviews with Irish prisoners. It begins by considering the relationship between education and rehabilitation, especially the latter's re-emergence in a more authoritarian form. Drawing on results from the research, this article argues that the educational approach, culture and atmosphere are particularly important in creating a learning environment in prison. It makes the case that educational spaces which allow students to voluntarily engage in different types of learning, at their own pace, at a time of their choosing, can be effective in encouraging prisoners to engage in critical reflection and subsequently, to move away from criminal activity. It locates education in prison within a wider context and concludes that while prison education can work with, it needs to distinguish itself from, state-sponsored rehabilitation programmes and stand on the integrity of its profession, based on principles of pedagogy rather than be lured into the evaluative and correctional milieu of modern penality.