BACKGROUND: strategies to enable older people to remain in their own homes require information on potential intervention areas and target groups for health promotion and healthcare services. OBJECTIVE: this study aimed to identify socioeconomic, health and lifestyle factors in entry to residential aged care facilities. DESIGN: a prospective cohort study was conducted from 1994 to 2005. SETTING: the information source was the Melbourne Longitudinal Studies on Healthy Ageing Program. SUBJECTS: one thousand Australians aged 65 years and over living in the community were used as baseline sample. METHODS: socio-medical data were gathered in face-to-face baseline interviews, and outcomes were identified in biennial follow-ups with respondents, informants and death registries over 12 years. Cox regression models identified baseline predictors of subsequent entry to residential aged care for men and women from among socio-demographic, health status and lifestyle factors. RESULTS: the most significant factors were older age, Instrumental Activities of Daily Living (IADL) dependence, cognitive impairment, underweight body mass index (BMI) and low social activity. For men only, the number of medical conditions and healthy nutrition score also emerged as significant. For women only, never having been married, IADL dependence and low BMI also were significant. For men, the risk of entry to residential aged care facilities was associated mainly with disease burden, whereas for women, social vulnerability and functional capacities were more important. Healthy lifestyles were important indirectly insofar as they influenced subjects' health status. CONCLUSION: to facilitate older people to stay in the community, it is important to treat or ameliorate medical conditions, promote healthy lifestyles and consider gender-specific risks.