Objectives: To describe and understand factors which enhance and impede participation in physical activity for older adults with and without chronic illness and develop a framework of health behaviours for ‘active living’. Methods: A contrasting group framework was used to compare discussions in two sets of focus groups with relatively healthy and less healthy older adults. The thematic analysis was informed by the Transtheoretical Model, the Health Belief Model and Social Cognitive Theory. Results: All participants affirmed the health benefits of physical activity and there was broad agreement that social support and conductive environments contributed to the promotion of opportunities for physical activity. However, perceptions of specific factors needed to maintain and promote good health differed between healthy and less healthy participants. Connection to community, sense of place and ‘walkability’ of neighbourhoods were identified as motivators for undertaking physical activity, whilst barriers were associated with health, the environment, family and attitudes to physical activity. Discussions: The focus groups highlighted the importance of social, behavioural and contextual factors in promoting opportunities for physical activity in older adults with and without chronic illness. The findings were used to propose an Active Living Framework which is the subject of ongoing research.