OBJECTIVES: To investigate whether longstanding illnesses, social context, and current socioeconomic circumstances predict quality of life. DESIGN: Secondary analysis of wave 1 of the English longitudinal study of aging. Missing data were imputed and multiple regression analyses conducted. SETTING: England, 2002 PARTICIPANTS: Nationally representative sample of non-institutionalised adults living in England (n = 11 234, 54.5% women, age 65.1 (SD 10.2) years). MAIN OUTCOME MEASURE: Quality of life as measured by CASP-19, a 19 item Likert scaled index. RESULTS: The quality of life was reduced by depression (beta -0.265), poor perceived financial situation (beta -0.157), limitations in mobility (beta -0.124), difficulties with everyday activities (beta -0.112), and limiting longstanding illness (beta -0.112). The quality of life was improved by trusting relationships with family (beta 0.105) and friends (beta 0.078), frequent contacts with friends (beta 0.059), living in good neighbourhoods (beta 0.103), and having two cars (beta 0.066). The regression models explained 48% variation in CASP-19 scores. There were slight differences between age groups and between men and women. CONCLUSIONS: Efforts to improve quality of life in early old age need to address financial hardships, functionally limiting disease, lack of at least one trusting relationship, and inability to move out of a disfavoured neighbourhood. There is the potential for improved quality of life in early old age (the third age) if these factors are controlled.