The paper will report on an investigation into why mature-aged students who have had alternative careers in a range of other occupations decide to change their careers in favour of teaching. The project focused on a cohort of students enrolled in the first year of a Grad. Dip Ed. at Monash University (N = 147). The whole cohort was surveyed by questionnaire followed by in-depth interviews with 15 randomly selected volunteer students. While teaching is not looked upon as a high status career and does not attract a high salary, this two year part-time program regularly attracts applicants who are qualified, practising solicitors, veterinarians, medical doctors, petroleum engineers, designers as well as a host of other occupations. This off-campus course is offered to students located in all States and Territories of Australia with a small number of students located overseas. Most of the students enrolled in the course are concurrently working in other occupations while completing the program. The paper provides an analysis of the factors influencing career change and the implications these have for mature-aged teacher recruitment.