As HIV is increasingly viewed as a chronic condition, primary care clinicians, case managers, and researchers must address the emerging implications of aging with this disease. Many aspects of HIV overlap with similar aspects of the aging process; however, a synthesis of topics related to both phenomena reveals some unique influences on disease prognosis, which affect the social, psychological, and medical well-being of persons aging with this disease. Fortunately, the gerontological literature is replete with theories, models, and examples of how to age successfully. This literature can inform the topic of aging with HIV in order to provide direction for research, interventions, and services. Trends found within both aging and HIV contexts are used to predict potential difficulties in cognitive decline, depression, social withdrawal, financial planning, immune dysfunction, and mitochondria damage. To understand the biopsychosocial mechanisms surrounding successful aging with HIV, mitochondria damage is used to illustrate the dynamic effects of physical, psychological, and social functioning on each other. Interventions and questions for further research in successful aging with HIV are presented. © 2004 by The Haworth Press, Inc. All rights reserved.