This paper discusses motivation of adult learners. The first section discusses the adult learner, including the concepts of andragogy and pedagogy, as well as student-centered learning. The second section summarizes changing student demographics and predictions. The third section presents principles of adult learning. The fourth section covers characteristics of adult learners, including the following implications for developing effective training programs based on an understanding of adult learning: learning is not its own reward; adult learning is integrative; value adjustment; control; practices must be meaningful; and self-pacing. The fifth section suggests strategies to help motivate adult learners, including: put materials into bite-size chunks; use the whole-part-whole concept; make the material relevant; explain the relevance of assignments; provide documentation; let students work in groups; add options and flexibility in assignments; create a climate of exploration; keep requirements in perspective to the amount of time for the course; make certain the student is equipped with enough knowledge to complete the assignment; and bend the rules if necessary and appropriate. The sixth section addresses characteristics/skills of a motivating instructor in four categories, i.e., offering expertise, having empathy, showing enthusiasm, and demonstrating clarity. (Contains 15 references.) (MES)