Previous studies of osteocyte density in human cancellous bone have relied mainly on autopsy samples and have demonstrated an age-related decline in men, but there are insufficient data in women. Using previously obtained transiliac bone biopsies from 94 healthy white women, aged 20-73 years, 38 premenopausal and 56 postmenopausal, we measured osteocytes and lacunae in ten randomly selected areas using 5-microm-thick sections stained with Goldner trichrome. For each subject, the number of osteocytes (Ot.N/B.Ar), empty lacunae (EL.N/B.Ar), and total lacunae (Tt.L.N/B.Ar) per bone area, and the proportion of occupied lacunae (Ot.N/Tt.L.N), were calculated. In 92 cases the measurements were made separately in superficial bone (<25 microm from the surface) and in deep bone (>45 microm from the surface). Mean values and differences between extreme values (DEV) for each variable were computed from the ten measured areas. In addition, confocal microscopic examination was performed on 100 microm sections. We found that Ot.N/B.Ar, Tt.L.N/B.Ar, and Ot.N/Tt.L.N decreased, but EL.N/B.Ar increased significantly with age (p < 0.001). The rates of decline were most rapid initially, falling exponentially with increasing age; the linear regressions for all four variables were significant in premenopausal, but not postmenopausal, women. At all ages, there were significantly more osteocytes in superficial than in deep bone; there was no significant decline with age in superficial bone, but a steeper exponential decline in deep bone than in whole trabeculae. DEV did not change with age for any variable. Confocal images revealed that the morphology of the osteocyte network was heterogeneous in different regions and trabeculae. The trabeculae with lower osteocyte density contained acellular areas, especially in interstitial bone. We conclude: (1) osteocyte density declines with age in women as it does in men; (2) the decline occurs exclusively in deep bone, not in superficial bone, suggesting that it is the age of the bone rather than the age of the subject that is important; (3) the rate of age-related decline falls exponentially with age and is not significant in postmenopausal women alone; (4) except for the differences between superficial and deep bone, the pattern of osteocyte distribution within and between trabeculae was not affected by age or menopause; and (5) the data raise the possibility that one function of remodeling in iliac cancellous bone is to maintain osteocyte viability.