What makes life worthwhile is an under-researched dimension of subjective wellbeing (SWB) but important for older people. Leisure participation is positively related to SWB, but SWB reduces with poor health, and health deteriorates with age. Drawing on pooled cross-sectional Taking Part Surveydata on almost 7,000 English adults aged 50+ from 2016/17-2018/19, we investigated relationships between different leisure activities and life satisfaction and worthwhileness. The analyses further explored the mediating effects of limiting long-standing illness and/or disability. Before accounting for health limitations, participating in exercise-related physical activity (i.e., sport and exercise) and a greater number of different leisure activities were positively associated with both SWB dimensions. Passive mental activities (e.g., TV-watching) were negatively associated with SWB. Other physical activities (i.e., activities of daily living, e.g., gardening, active travel); social activities; cultural activities (e.g., visiting museums, cinemas) and hobbies (e.g., handicrafts, music-making) were associated with worthwhileness. Using Structural Equation Modelling we showed the mediating effect of health limitations varied with SWB dimension and different leisure activities. Positive associations between social and culture/hobby activities and SWB were not mediated by poor health; neither was the negative association between passive mental activities and SWB. The positive association between exercise-related physical activity and SWB was mediated by health limitations more than other physical activities. Overall, poor health mediated the association between worthwhileness and leisure activities less than life satisfaction. Promoting a range of activities contributing to feelings of worthwhileness may provide a route to enhanced wellbeing, despite declining health among older people.