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This background paper was prepared for the international conference, 'Lifelong learning as an affordable investment', held in Ottawa, Canada on 7-8 December, 2000. The conference was organised by the Organisation for Economic Co-operation and Development (OECD) and Human Resources Development Canada. The paper provides an in-depth examination of the resource and financing issues connected with adults in lifelong learning. Increasing demand for learning in both the adult learning and workplace learning sectors is stretching available resources. Creative use of existing resources and innovative strategies to secure further funds are required to address the risk of under-investment in adult learning. The paper examines existing incentives and different ways to organise and make better use of resources in order to strengthen demand for adult learning, to improve effectiveness and efficiency and to close gaps in participation in adult learning. In the first section, the authors explain why there is likely to be under-investment in lifelong learning for adults by examining the resource implications of the increasing demand for adult learning in the context of existing institutional arrangements and opportunities for adult learning. The following section discusses incentives to invest in adult learning and how they might be bolstered. The next section addresses the adequacy of financing mechanisms that influence the availability and cost of financial capital for investment in lifelong learning and considers strategies for expanding the financial capacity for investment in this sector. The final section provides concluding comments.