Academic debate about education and ageing issues has hitherto been based largely on provider and practitioner concerns. Here, the first stage of a two-year research project that aimed to move the focus to older learners themselves is discussed. The aim in this initial stage was to construct a conceptual model of life course influences on older people's learning that could be tested in a subsequent stage of the research. The method used involved ten focus group discussions with very different groups of learners, all of whom were "post-work" and based in different parts of the UK. The intertwined themes that emerged from the discussions related to discontinuity and change, situational and institutional influences on education and learning and the possible influence of personality factors and values as well as issues of gender, class and race. The efficacy of using focus groups in this context is briefly discussed, together with implications for the next stage of the project and for further research.