Metacarpal cortical bone mass was measured in 507 healthy Japanese men aged 40-95 years, using a microdensitometer to determine age-related changes in cortical bone in these middle-aged and elderly men. Total bone mass showed a significant negative correlation with age (r = -0.281; P < 0.0001). While bone width showed no significant correlation with age, bone marrow width showed a significant positive correlation (r = 0.210; P < 0.0001), and cortical bone width and cortical bone density showed a significant negative correlation with age (r = -0.265; P < 0.0001; r = -0.268; P < 0.0001, respectively). On the other hand, cortical bone width and cortical bone density showed a significant positive correlation with total bone mass (r = 0.814; P < 0.0001; r = 0.474, P < 0.0001, respectively). These findings suggest that cortical bone mass decreases significantly with aging in middle-aged and elderly men, perhaps as a result of two factors - decreased cortical bone width, ie, cortical bone thinning due to bone loss at the endosteal side of the cortex, and decreased cortical bone density due to progression of intracortical porosity. Cortical bone thinning may influence age-related cortical bone loss more than decreasing cortical bone density.