The increasing numbers and influence of older adults is causing many segments of western society to re-evaluate the concept of old age. Medical advances and personal lifestyles have resulted in older adults living longer and healthier lives. As one ages, adjustments in work, family, and health must be made. Self-directed learning (SDL) is one way of negotiating these changes. There is a need for more research about older adults and self-directed learning, and there is a lack of research concerning the link between SDL and late life adjustment. The purpose of this study was to understand how older, rural adults utilize self-directed learning in the adjustments of late-life. This research study employed a descriptive qualitative design that used in-depth, semi-structured interviews for data collection. The sample of ten purposefully selected older adults from a rural area reflected diversity in gender, race, education, and employment. The age of the participants ranged from 75 to 87. Four research questions guided this study: (1) What is the nature of the SDL of these older adults? (2) What is the process of SDL? (3) What are the late life adjustments of these older adults? (4) How does the rural context shape the SDL of these older adults? Data analysis guided by the constant comparative method revealed the following findings: The nature of self-directed learning is highly engaging, variably structured, collaborative, and goal-directed. There is a specific process of self-directed learning beginning with an incentive to learn plus an interest, leading to accessing resources; with systematic attention and adjustments in their learning, some projects ended while others remained ongoing. There is also a catalyst, usually another person, interspersed in this process. The rural setting provided a constructive atmosphere for learning. Helpful aspects were the quiet and simple atmosphere, nature, and the people; negative comments centered on lack of resources. Three conclusions were drawn related to how older adults incorporate self-directed learning: late life adjustments are a primary incentive for self-directed learning, self-directed learning is an integral process in the lives of older adults, and the rural environment is a predominantly positive context for learning. Appended are: (1) Overall Plan for Research; (2) Telephone Questionnaire; (3) Letter to Participants; (4) Consent Form; (5) Interview Guide; (6) Learning Contract; and (7) Resources for Older Leaders. (Contains 3 tables and 1 figure.) [Ph.D. Dissertation, University of Georgia.]