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Background Many older people experience Mild Cognitive Impairment (MCI), which may compromise the effectiveness of health promotion programmes.Objectives We explored engagement with behaviour change among participants scoring 18-25 on the Montreal Cognitive Assessment receiving HomeHealth, a health promotion intervention supporting older adults with mild frailty to maintain independence in England ().Methods Of the 46 semistructured process evaluation interviews, 29 participants scored in the MCI range, purposively selected for demographic characteristics and degrees of cognitive impairment and the seven support workers.Results Thematic analysis resulted in three themes: Navigating the impact of MCI; Addressing memory as a goal in the intervention; and Adapting Behaviour Change Interventions for MCI. Participants had varied opinions about whether their memory was problematic and whether anything could be done to help. Many reported not discussing memory concerns with support workers. Barriers to engagement in behaviour change included limited social support and not acknowledging memory problems. Facilitators included setting goals which increased or were linked to existing health behaviours, using reminders/prompts and actively involving family members.Conclusions Implementing these facilitators into existing and new health promotion interventions delivered to older adults, with suspected but unacknowledged MCI, could overcome the current barriers people with MCI face when trying to engage and benefit from interventions.Trial registration number ISRCTN54268283