Abstract: In order to explore English learning motivation and learning strategies used by non-English major upgrading students and their correlation, this paper tries to investigate 129 upgrading students. The main findings are summarized as follows: Instrumental motivation takes a dominant position among non-English major upgrading students and their motivational intensity is not high. Meanwhile, they employ learning strategies at a medium level. Compensation strategies are employed most frequently, and are followed by memory, metacognitive, cognitive, affective and social strategies. There are certain positive correlations between learning motivation and strategies. Motivational orientations and intensity influence the choice and use of learning strategies. The combined effect of motivational intensity, integrative motivation and instrumental motivation is predictive of strategy use. 44.7% of variance in strategy use can be accounted for by the combined effect.