Abstract Fear of falling is a potential cause of excess disability and an emerging public health problem. This study explores fear of falling in a longitudinal study of falls to determine incidence, prevalence, and risk factors for developing fear of falling. Prospective cohort study with annual follow-up for 2 years, conducted in a large urban metropolitan area, included 890 community-dwelling older adults—approximately equal numbers in four age groups over the age of 65. Demographic data, falls, injuries, balance, fear of falling, cognition, health, and functional status were collected through annual interviews. The prevalence of fear of falling increased over 2 years from 23 to 43%; the incidence averaged 22.5% in the 2 follow-up years. Having two or more falls, feeling unsteady, and reporting fair or poor health status were independent risk factors for developing fear of falling. The incidence and prevalence of fear of falling is significant among community-dwelling older adults and has the potential to impact function and quality of life. Public health nurses should consider fear of falling in practice, in developing screening and health programs for older adults, and as an important avenue for further research.