Abstract: Against a background of continuing upheaval and change (increased competition and technological advances), an analysis of the barriers to participation in learning was undertaken through in-depth interviews with a sample of 61 mid-career managers from five of the largest life assurance institutions in Scotland. Utilising a ‘grounded theory’ methodology, a ‘Model of Propensity to Participate in Learning Activities’ was developed to determine the prevalence of both intrinsic (aspects associated with the individual learner) and extrinsic (aspects associated with the organisation or industry in which the learner operates) factors affecting participation in learning. Five intrinsic variables (Perceptual, Emotional, Motivational, Cognitive (General) and Cognitive (Vocational)) and three extrinsic variables (Culture, Manage- ment Development Culture and Physical Resources) were proposed, against which the managers were categorised according to their propensity to participate in learning initiatives.While the intrinsic barriers relating to managers’ perceived need for learning and emotional insecurities were found to be important, the managers appeared to primarily attribute their non-participation to the presence of extrinsic variables. In particular, organisational culture was cited as being crucial in influencing participa- tion. The ambiguity of reward strategies was also seen to be an inhibitor, as were the inevitable time pressures. A conclusion put forward is that barriers to participation in learning activities could be alleviated through better support and guidance, along with the development of what is termed ‘a learning-oriented culture’ that encompasses greater senior management support.