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This paper addresses the special challenges faced by older adults who encounter disabling physical conditions in late life and endeavor to maintain meaning and good quality of life. We focus on both individual and societal approaches to minimizing adverse effects of living with disabilities acquired in late life. We seek to identify creative approaches to resilience and meaning making in the face of late life disability. We explore the “disability paradox” (Albrecht & Devlinger, 1999) that highlights high quality of life among many frail older individuals who are living with disabilities. To understand positive quality of life outcomes among older adults living with disabilities we must consider not only practical adaptations, but also cognitive maneuvers that can help offer meaning to lives that include physical limitations and suffering.