HDL particles, particularly small HDL particles, may be more functional (e.g. anti-inflammatory) than large HDL particles which carry more cholesterol, but levels are little affected by recent HDL-raising therapies that substantially raised HDL-C without decreasing CHD. Furthermore, lower levels of total and small HDL particles predict CHD and CVD, but have not been evaluated among elderly adults, for whom lipids are generally not positively related to CVD. Therefore, we hypothesized that among adults aged 80+, incident CVD and all-cause CVD mortality would be related to lower levels of total and small HDL particles in addition to higher levels of coagulation, inflammation and immune response biomarkers. Participants (n=162) without dementia at baseline (2001-2002) were followed through 2011 for incident CVD and total mortality. Concentrations of HDL particles (HDL-P) were measured by NMR spectroscopy (LipoScience, Inc), D-dimer, IL-6, sCD-14, and sIL-2r were measured using ELISA (R&D Systems), and soluble receptors sIL6r, and sTNFr1/r2 were measured by Multiplex Panel (Millipore) on stored baseline plasma. Among adults with mean age=83.5 years at baseline, both CVD and total mortality over 8 years follow-up (mean= 5.2 years) were associated with lower baseline levels of total and small HDL-P (but not HDL-C, large HDL-P or larger mean HDL particle size), and higher levels of IL-6, sTNFr1 and sTNFr2 (Table). Total mortality was also associated with higher levels of D-dimer and sIL2r. In Cox models adjusted for age, sex and lipid-lowering medication, lower small HDL-P remained inversely associated with total and CVD mortality, with HR (95%CI) for Q1 vs. Q4 = 3.35(1.30, 8.62) and 5.39 (1.15, 25.34) respectively, and higher IL-6 remained associated with CVD mortality HR(95% CI) for Q4 vs. Q1= 5.22 (1.10, 24.75). Among adults aged 80+, higher IL-6 and lower total and small HDL-P levels were associated with incident CVD and total mortality over 8 years, suggesting an important anti-inflammatory role for HDL particles in late life.