Muscle strength, including leg strength and respiratory muscle strength, are relatively independently associated with mobility disability in elders. However, the factors linking muscle strength with mobility disability are unknown. To test the hypothesis that pulmonary function mediates the association of muscle strength with the development of mobility disability in elders, we used data from a longitudinal cohort study of 844 ambulatory elders without dementia participating in the Rush Memory and Aging Project with a mean follow-up of 4.0 years (SD = 1.39). A composite measure of pulmonary function was based on spirometric measures of forced vital capacity, forced expiratory volume, and peak expiratory flow. Respiratory muscle strength was based on maximal inspiratory pressure and expiratory pressure and leg strength based on hand-held dynamometry. Mobility disability was defined as a gait speed less than or equal to 0.55 m/s based on annual assessment of timed walk. Secondary analyses considered time to loss of the ability to ambulate. In separate proportional hazards models which controlled for age, sex, and education, composite measures of pulmonary function, respiratory muscle strength, and leg strength were each associated with incident mobility disability (all P values < 0.001). Further, all three were related to the development of incident mobility disability when considered together in a single model (pulmonary function: hazard ratio [HR], 0.721; 95% confidence interval [CI], 0.577, 0.902; respiratory muscle strength: HR, 0.732; 95% CI, 0.593, 0.905; leg strength: HR, 0.791; 95% CI, 0.640, 0.976). Secondary analyses examining incident loss of the ability to ambulate revealed similar findings. Overall, these findings suggest that lower levels of pulmonary function and muscle strength are relatively independently associated with the development of mobility disability in the elderly.