BACKGROUND: Hypoglycemia is a common side effect of glucose-lowering therapy, especially insulin and sulfonylureas, which can lead to serious complications including death. The prevalence of hypoglycemia reported in observational studies has been low, likely because only severe events are captured. As non-severe hypoglycemia events are frequently not reported by patients, there is a need to better understand how patients describe hypoglycemia, what they do when they experience it, and how it impacts their daily lives. METHODS: This was a qualitative study consisting of four focus groups conducted in May 2018 among T2D patients who experienced hypoglycemia in the past 6 months. Adult T2D patients treated with insulin and/or sulfonylureas who resided in NYC and Atlanta were identified and recruited from the HealthCore Integrated Research Database (HIRD®) as well as from patient research panels maintained by the focus group facilities. Focus groups were 90-minutes long and led by an experienced moderator who used a study-specific discussion guide. Patients’ insights regarding how they defined hypoglycemia, its impact on their daily lives, and opportunities for intervention were grouped into common themes. RESULTS: Of 27 participants (14 NYC/13 Atlanta), 52% were female, mean age 39 years, 48% African-American, and mean time from T2D diagnosis 11.3 years. Two-thirds of patients (67%) tested their blood glucose ≥5 times a week and 52% on a daily basis; 85% of patients reported their most recent fasting blood sugar to be <250mg/dL and 37% <125mg/dL. Patients reported feeling symptoms at a glucose level of 60-70 mg/dL. Most participants described hypoglycemia as ‘scary’ and ‘uncomfortable’ but minimized its impact on their daily activities; greater concern was expressed with nocturnal than with daytime hypoglycemia due to sleep disruption, challenges in monitoring blood sugar at night, and fear of sleeping alone. Several participants admitted adjusting or skipping medication at night to avoid hypoglycemia. Most participants reported symptoms at least once per month; however, they admitted not talking to their doctors about hypoglycemia. Instead, they attributed hypoglycemia to improper diet and exercise or too much medication, and sought to manage on their own through social/family support and alignment of meal time with medication. CONCLUSIONS: Patients expressed greatest concern about nocturnal hypoglycemia. Although they minimized the effect of hypoglycemia, hypoglycemic events changed their behaviors in ways, such as dose skipping, that hinder optimal glycemic control. Most patients do not attribute hypoglycemia to their glucose-lowering medication(s), suggesting opportunities to better study the impact of alternative glucose-lowering treatments that lower hypoglycemia risk.