How does a traditional research-led university embrace the implications of lifelong learning and widening participation? If it lowers its entry requirements or offers a more flexible approach to adult learning, can it continue to strive for and attain academic excellence? Using a project designed to increase participation by an under-represented group, this paper explores the institutional issues involved in developing lifelong learning strategies in partnership with local colleges and community organizations. Lifelong learning is not cheap to deliver, as non-traditional students may need additional learning support. Off-campus delivery can decimate an orderly campus-based timetable, extra exam boards had to be set up; extra books and learning resources have to be duplicated across different sites. However, the institutional benefits include greater flexibility in university procedures, and a source of enthusiastic mature learners from an under-represented group.