Background: Health and function vary by marital status across the life-course, but little is known about older adults approaching spousal loss (pre-widowed). Objective: To explore health and function by marital status focusing on the pre-widowed and to examine factors associated with shorter time to spousal loss. Participants, design, and measurements: We used 3 years of data from African American and white community-dwelling older adults in the UAB Study of Aging (N = 1000). Participants were categorized as "continuously married" (married at baseline and 3 years), "widowed" (widowed at baseline), "single" (never married/divorced); and "pre-widowed" (married at baseline and widowed within 3 years). Assessments included sociodemographic characteristics, and measures of depression, anxiety, life-space mobility, and self-reported health. χ2 and analysis of variance (ANOVA) were used to examine baseline differences. Using Cox regression, we explored factors having independent and significant associations with shorter time to spousal loss among married older adults. Results: There were significant differences by marital status category for sociodemographic factors, health, and function. Pre-widows differed from other categories by sociodemographic characteristics as well as levels of depression, anxiety and self-reported health. Among married older adults, being female and having lower self-reported health at baseline were independent significant hazards for shorter time to widowhood; while rural residence and providing spousal care were independent significant hazards for a longer progression to widowhood. Conclusions: Health deficits associated with spousal bereavement may be evident earlier in the marital transition than previously thought, warranting attention to the health of elderly persons whose spouses have chronic/life-limiting conditions. © 2008 Mary Ann Liebert, Inc.