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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, Management Development Culture and Physical Resources) were proposed, against which the managers were categorised according to their propensity to participate in learning initiatives.