This project looks at the ways in which older generations of Yemeni women in Sana’a negotiate religious change. Conventional field research techniques, including observation, participation, and interviewing, were used in order to gather material for this study, which is the result of research carried out in Sana’a, Yemen, for a period of six weeks during the summer of 2006, in which I attended women’s Qur’anic study circles held at Ahmed Nasser mosque, and interviewed approximately thirty-five women. Additionally, I attended events associated with Sufism and folk Islam that older women attend. While Yemen is a conservative Muslim country comprised chiefly of Shafi‘i Sunnis and Zaydi Shi‘is, the ways in which Islam manifests there is actually quite diverse. Practices associated with folk Islam are prevalent in Yemen, especially among older, illiterate women, who have had little to no access to textual, orthodox Islam. The past few decades in Sana’a, however, have witnessed a rise in socially-restrictive forms of Salafi Islam. The Salafis have begun to provide Qur’anic school education, including literacy training, for older, often illiterate, women for whom there are few other educational opportunities. On a previous trip to Yemen, I noticed that many older women both attend religious events associated with folk Islam, as well as Salafi-run Qur’anic schools. In 2007, during an interview with an illiterate older woman in a mosque, a sheikha, or female religious instructor, scolded my informant for her admission to me that she still attends non-orthodox types of religious activities, and vehemently advised her that they were religiously forbidden. This experience caused me to wonder how this older generation of women navigates conflicting religious discourses, while still seeking to fulfill their own self-interests. What types of benefits do older Yemeni women receive from their differing religious practices? Do their choices confer agency? How do the women accommodate doctrinal contradictions? This paper aims to answer those questions. Often scholars who write about development, education and women focus on the achievements and continuing needs of the younger generations, centralizing the young and leaving the aged on the periphery of their analyses. Centralizing the religious lives of older Yemeni women not only fills in the gap in the typical discourse on development and societal change, but it allows for a greater understanding of the role that religion plays in this picture.