Underemployment in any of its many forms can cause ill effects for workers, not the least of which is dissatisfaction with work. The Great Recession that occurred during the end of the 2000 decade caused an increase in underemployment. Many workers were forced to find jobs that were below their credential level, were accompanied by insufficient hours or benefits, and paid below the expected level based upon education and experience. The problem is that we do not know how workers overcome work dissatisfaction that has resulted from perceived underemployment. The purpose of this study was to better understand the learning that takes place as underemployed people overcome dissatisfaction with work, informed by the following three research questions. 1. How do participants make sense of their perceived underemployment? 2. How do participants make sense of their work dissatisfaction? 3. What role does learning play for people attempting to overcome work dissatisfaction from perceived underemployment? Implementing a basic interpretive qualitative design, ten formerly dissatisfied workers spoke about their experiences with underemployment dissatisfaction, and overcoming the dissatisfaction. The major findings of this study were: 1. Workers want to feel safe, valued and free. 2. Workers respond to work dissatisfaction by quitting the dissatisfying work. 3. Workers did not demonstrate the learning skills to turn a dissatisfying work situation into a satisfying one.One important implication of this study is that we now have a better idea of how to create and maintain a satisfying work environment. A second implication is that adult educators and employment counselors have the potential to help dissatisfied workers keep their jobs and turn their situations satisfying by helping those workers become better learners.