The relationships among pain, health, and psychological well-being were examined in a secondary analysis of a ten-year study of community-dwelling older women. Over time, there was an increase in the percentage of women reporting pain and a significant increase in the mean level of pain, although 24% of the women never reported pain. Subjective health declined as pain increased. Psychological well-being did not differ between women whose pain increased over time compared to women whose pain did not increase. Future research needs to examine how women maintain psychological well-being as they age in spite of increased pain.