Objective Middle-aged women experience a lot of events of physical changes and various mental conflicts. The purpose of this study is to determine variables related to happiness, and to make and verify the model for happiness of middle-aged women. Methods We constructed conceptual model for happiness of middle-aged women in Korea, based on Maslow’s hierarchy of needs. This model consisted of three exogenous variables (health status, financial distress, and social support) and three endogenous variables (selfesteem, positive thinking, and happiness). For middle-aged women in Korea, we returned 442 questionnaires of 460 participants. Results Model fit of the modified model was satisfied; χ2=102.108, GFI=0.959, CMIN/DF=2.917, RMSEA=0.068, AGFI=0.922, CFI=0.977, SRMR=0.0368. Happiness was explained by 82% through health status, financial distress, social support, self-esteem, and positive thinking. As Maslow’s hierarchy of needs, happiness of middle-aged women is related to basic needs (health status, financial distress, and social support), psychological needs (self-esteem and positive thinking) and self-fulfillment needs (happiness). Conclusion Our study shows that it is required intervention for meeting basic factor such as health status, financial distress and social support in order to increase happiness of middle-aged women.