A deeper understanding of brain macrostructure and its associations with cognition in persons who are considered cognitively healthy is critical to the early detection of persons at risk of developing dementia. Few studies have examined the associations of all three gray-matter macrostructural brain indices (volume, thickness, surface area) with age and cognition, in the same persons who are over the age of 65 and do not have cognitive impairment. We performed automated morphometric reconstruction of total gray matter, cortical gray matter, subcortical gray matter and 84 individual regions in 186 persons (60 % over the age of 80) without cognitive impairment. Morphometric measures were scaled and expressed as difference per decade of age and an adjusted score was created to identify those regions in which there was greater atrophy per decade of age compared to cortical or subcortical brain averages. The results showed that there is substantial total volume loss and cortical thinning in cognitively healthy older persons. Thinning was more widespread than volume loss, but volume loss, particularly in temporoparietal and hippocampal regions, was more strongly associated with cognition.