This paper examines the nature of taught masters' degrees (M courses) and their potential for development in the contexts of a rising graduate population and of government aspirations for lifelong learning. Attention is paid to theories of adult learning as applied to M courses. Small-scale empirical investigation in the UK and Germany is used to compare and contrast models of M courses. Some initial suggestions are made regarding factors that militate against the development of M courses that are suited to the needs of lifelong learners. The intention of the paper is to provoke debate rather than provide answers. (Contains 7 online resources.)