Background: Emerging evidence links diabetes and lack of physical activity (PA) as risk factors and poor prognostic indicators of breast and endometrial cancer, particularly among African American (AA) women who bear a disproportionate burden of diabetes. Purpose: Our objective is to gather information from AA breast or endometrial cancer survivors with diabetes on the impact of cancer on their physical ability to exercise, perceived logistical barriers to PA and preferences for PA intervention strategies. Methods: Trained moderators conducted 20 semi-structured interviews in AA survivors (4 endometrial; 16 breast) with diabetes. Open-ended questions were posed to stimulate discussion. Interviews were audio recorded and transcribed verbatim. Two investigators independently reviewed and coded each transcript using Atlas.ti v7.0. Results: Median age of participants was 62 years. Three key themes on the impact of cancer on PA include: (1) effect of post-treatment symptoms (lymphedema, bone/joint pain) on mobility; (2) effect of depression on self-motivation; and (3) lingering obesity. Five key themes related to perceived barriers and preferred components indicate that a PA intervention should include: (1) face-to-face interaction (e.g. group, in-person counseling); (2) exercise routines that are cognizant of diabetic survivors' comorbidities; (3) PA partners who know about diabetes and cancer survivorship; (4) program leaders who are aware of mental health needs; and (5) expressed need for additional support to achieve their PA and lifestyle goals. Conclusion: This formative data will inform the development and formal testing of a lifestyle intervention to improve PA among AA female cancer survivors with diabetes.