The purpose of this qualitative study was to investigate whether adult learning was involved in the adaptation process among elderly women who recently moved to a continuing care retirement community (CCRC);Past studies on retirement living focused on the social aspects of residential life after housing changes had been made. Little was known about the effect of residents' past life experiences on the process of adapting to a new living environment. The aspects of adult learning and development were also left unexplored in previous research regarding older adults' experiences of residential change. To investigate the life-long process of change and development in older adults, the life-course approach was used in this study for collecting information;Five female participants who recently moved into a CCRC were interviewed. Life history narratives were used to understand how participants constructed their lives with the emphasis on how they dealt with and attributed meaning to critical life events throughout their life course. The analysis of data revealed four emergent themes: the past is present---the influence of past life experiences; the point of departure---the contexts of moving; the process of adaptation; and the journey continues---successful adaptation;Four conclusions were drawn from the findings. First, the participants' past life experiences had accumulative effects on their decisions to move. Second, the stressful life events and the cultural context of moving formed a "context of readiness" (Taylor, 1994). The participants were mentally prepared when they moved to the CCRC, an indicator of their successful adaptation. Third, the participants used continuity as a strategy of adapting to residential change. Fourth, learning did occur in the process of adaptation;Both Atchely's continuity theory (1999) and Mezirow's transformative learning theory (1991) were useful in explaining the participants' experiences of relocation and adaptation. While continuity theory explained the importance of past experiences on the decision to change one's residence, transformative learning theory recognized the learning aspect of adaptation. The findings suggested a multi-theoretical framework is needed to capture the older adults' diverse experiences.