The purpose of the study was to investigate relationships among life satisfaction of the elderly in poor health conditions, their self esteem, health and financial status, family relationships, and social participation. A structured questionnaire was used to interview 228 elderly who were randomly selected from Sungbuk-ku, Seoul. The regression analysis showed the most powerful predictors of life satisfaction of the poor-health elderly were self esteem, relationships with their adult children, perceived financial status, relationships with grandchildren, and the amount of allowances in that order These variables accounted for 39% of life satisfaction of the sample.