ABSTRACT Mild cognitive impairment (MCI) represents a transition state between healthy cognitive aging and dementia. The estimated prevalence of MCI is 7% for individuals between 60-64 years old and increases to 25% for those 80-84 years old. There is a need to identify mechanisms that contribute to MCI with the aim of delaying the onset or preventing Alzheimer’s disease and other dementias. The 2020 Lancet Commission on dementia prevention, intervention, and care highlighted that midlife hypertension contributes to increased risk for MCI in late life. Signs of hypertension in the retinal microvessels indicate vascular re-modeling and this re-modeling is likely happening in the other end organs, such as the brain. There is a gap in knowledge on the relationship between hypertensive retinopathy and cognitive function decline during aging. The goal of our proposal is to fill this knowledge gap and advance understanding of the retinal microvessels as a biomarker of hypertensive effects on cognitive function. We hypothesize that hypertensive retinopathy is associated with lower cognitive function during aging. We will test this hypothesis with the existing data from the Michigan cohort of the Study of Women’s Health Across the Nation (SWAN-MI), which is an ongoing 27-year longitudinal study of women during the transition from midlife to early old age. The longitudinal data relevant for this proposal includes social determinants of health, cardiovascular parameters, cognitive tests, surveys, and selected blood chemistries. At the 2016/17 visit, a standardized eye exam and retina imaging that included digital fundus photographs and optical coherence tomography was performed on 215 women (age 66 ± 2.7 years; 61% black and 39% white). Using this unique, high-quality SWAN-MI dataset, the objectives of our secondary analyses include: a) characterizing the relationships between longitudinal cardiovascular data and hypertensive retinopathy assessed by clinical exam and retina imaging, and b) testing the association between hypertensive retinopathy and cognitive function during aging. We will test our hypothesis with two aims. Aim 1: Characterize microvascular features of hypertensive retinopathy and relationships with longitudinal cardiovascular data. Aim 2: Characterize the relationship between microvascular features in the retina with cognitive function during aging. Results from our proposed studies will contribute new knowledge about the hypertension-related mechanisms of dementia, one of public health and social care priorities worldwide with a rapid aging population. Furthermore, these studies may lead to the formation of integrated health networks that include teleophthalmology with retinal imaging and eye care providers to improve healthy aging.