Terminally ill older adults have the capacity to live well in the context of dying. Having negotiated a lifetime of challenges, they have resources to demonstrate resilience and achieve wholeness in life's final phase, but research has not adequately investigated this process. This qualitative research study considered the paths to resilience used by 30 older adult hospice clients in Kansas and Illinois. Responses were coded using the grounded theory method of Strauss and Corbin (1990) where data drives interpretation and text is coded into categories. Results centered on four themes that included: (1) a redefinition of self; (2) use of religion/spirituality or openness to uncertainty; (3) maintenance of social investments; and (4) guarding independence even as the scope of life contracted. Results imply that attention should be paid to building environments of wellness. This may be accomplished paradoxically through facilitating continuity of client interests and yet opportunities for creativity and growth as well. Listening with a healing stance and cultivating a habit of being fully present in interactions with clients assist in this process.