Objective: The aim of this prospective study was to investigate the relationships between inflammation, cerebral vasoregulation, and cognitive decline in type 2 diabetes mellitus (T2DM) over a 2-year span.Methods: Sixty-five participants (aged 66 6 9.2 years, 35 with T2DM, 33 women) were enrolled for this 2-year prospective study. Continuous arterial spin labeling at 3-tesla MRI was used to measure global and regional cerebral perfusion and vasoreactivity. Neuropsychological measures were evaluated at the beginning and completion of the study. The associations between serum inflammatory markers, regional cerebral vasoreactivity, and cognitive functions were examined using least squares models.Results: After 2 years of follow-up, participants with T2DM had diminished global and regional cerebral vasoreactivity and a decline in multiple cognitive tasks compared with baseline (p , 0.0001-0.012). In the T2DM group, lower cerebral vasoreactivity was associated with a greater decrease in daily living activities score (r Type 2 diabetes mellitus (T2DM) has been recognized as an independent risk for development of cognitive impairment and dementia.1,2 Endothelial dysfunction and impaired cerebral vasoregulation associated with hyperglycemia and elevated proinflammatory cytokine levels have been linked to functional decline in T2DM.3-5 The aim of this study was to prospectively determine the associations between inflammation, cerebral vasoregulation, and cognitive performance over a 2-year span in older adults with and without T2DM. We hypothesized that (1) inflammation and hyperglycemia are associated with impaired vasoregulation in the brain, and (2) impaired vasoregulation is associated with cognitive decline in T2DM.