Introduction. Studying students' meaning sphere and also its development is important for increasing their motivation. This paper presents new data on the relationship between motivation and self-actualization. The study develops and validates a didactic model for increasing students' motivation and developing their meaning sphere by means of self-actualization during English class. Methods. The study employed the questionnaire of Motives of Educational Activity by A. A. Rean and V.A. Yakunin; the Personal Self-actualization questionnaire by N.F. Kalina. The analysis of the Pearson correlation coefficient, arithmetic mean, and mean square deviation was conducted for processing of the results. The study involved 78 first-and second-year students (50 boys and 18 girls) from Rostov State Transport University. Results. The study revealed the coefficients of self-actualization and motivational sphere. The findings confirmed the validity of the developed didactic model for increasing students' motivation and developing their meaning sphere through self-actualization by means of meaning-making techniques applied during English class. The developed didactic model proved to be an integral system. Discussion. Performing creative tasks and applying meaning-making techniques during English class, taking into account students' culture-and age-specific features, help to increase their self-actualization (creativity, autonomy, communication flexibility, etc.). These, in turn, increase the level of motivation. Conclusion. Students' motivation and self-actualization have a strong positive correlation (r = 0,98).