It is no surprise that there is a shortage of women engineers. The reasons for the shortage have been researched and discussed in myriad papers, and suggestions for improvement continue to evolve. However, there are few studies that have specifically identified the positive aspects that attract women to engineering and keep them actively engaged in the field. This paper examines how women engineers view their education, their work, and their motivation to remain in the field. A qualitative research design was used to understand the motivation and adaptability factors women use to support their decision to major in engineering and stay in the engineering profession. Women engineers were interviewed using broad questions about motivation and adaptability. Interviews were transcribed and coded, looking for common threads of factors that suggest not only why women engineers persist in the field, but also how they thrive. Findings focus on the experiences, insights, and meaning of women interviewed. A grounded theory approach was used to describe the success factors found in practicing women engineers. The study found categories of attraction to the field, learning environment, motivation and adaptability. Sub-categories of motivation are intrinsic motivational factors such as the desire to make a difference, as well as extrinsic factors such as having an income that allows the kind of lifestyle that supports the family. Women engineers are comfortable with and enjoy working with male peers and when barriers arise, women learn to adapt in the male dominated field. Adaptability was indicated in areas of gender, culture, and communication. Women found strength in the ability to ‘read’ their clients, and provide insight to their teams. Sufficient knowledge from the field advances theory and offers strategies to programs for administrators and faculty of schools of engineering as well as engineering firms, who have interest in recruitment, and retention of female students. Future research includes expanding the research to other areas of the United States, and improving engineering education pedagogy with more active and experiential learning.