The prevalence of "bedridden elderly" in Japan is at least three times higher than that of anyother industrialized country. To decrease likelihood of being bedridden, it is important to cultivate and maintain the willingness of older disabled patients for rehabilitation and to preserve functioning in activities of daily living (ADL). The purpose of this study was to identify the factors influencing the willingness of Japanese and American institutionalized elderly with disabilities regarding rehabilitation, with respect to physical, goal-attainment, psychological and cultural aspects. These results were compared to examine cultural differences which might explain higher prevalence of the bedridden elderly in Japan. The sample of this study consisted of 71 disabled older adults (45 in Japan and 26 in the U. S.), and the data were gathered using structured interviews to the subjects and administering questionnaires to the nurses. Thirty Japan subjects (66.7%) and 16 American subjects (61.5%) were identified as "willing for rehabilitation", whereas 15 Japanese (33.3%) and 10 Americans (38.5%) were "unwilling for rehabilitation". The data were compared between the "willing" and the "unwilling" in each country. This study revealed that factors found to influence willingness of older persons for rehabilitation included, in common, generalized endurance/stamina, presence of pain, presence of depression, presence of regressive behavior, and presence of dementia. Two more factors were included for Japanese elderly : functionally independence level in ADL and expectation of others help all the time, known as amae. Healthcare workers should use a multidimensional perspective of an individual's cultural factors as well as his/her physical and psychological factors in order to motivate him/her toward achieving his/her optimum level of functional ability.