Although cognitive screening test scores change with advanced age, the significance of these changes (particularly decline in score) needs to be defined in terms of general health and neuropsychological functioning. Such analysis was undertaken in a subgroup of 287 healthy older men (mean age at baseline = 70.7 years) from the Western Collaborative Group Study, an ongoing cardiovascular and aging research project. Time from baseline to follow-up study averaged 6.0 years (SD = 0.5 years). Mini-Mental State Examination (MMSE) scores indicated that 15% of participants declined by three or more points (a 1+ standard deviation change among all change scores), 5% of participants improved by three or more points, and 80% of the sample remained within two points of their initial score. In health terms, decliners were significantly older, less active at follow-up, rated their health more poorly, and reported more depressive symptoms than non-decliners. Decliners also performed more poorly on several neuropsychological tests administered at follow-up. Results suggest that a decline of three or more points on the MMSE in community-dwelling, older persons without acute illness may signify important changes in health and cognition.