Changes in the functional connectivity (FC) of large-scale brain networks are a prominent feature of brain aging, but defining their relationship to variability along the continuum of normal and pathological cognitive outcomes has proved challenging. Here we took advantage of a well-characterized rat model that displays substantial individual differences in hippocampal memory during aging, uncontaminated by slowly progressive, spontaneous neurodegenerative disease. By this approach, we aimed to interrogate the underlying neural network substrates that mediate aging as a uniquely permissive condition and the primary risk for neurodegeneration. Using resting state (rs) blood oxygenation level-dependent fMRI and a restrosplenial/posterior cingulate cortex seed, aged rats demonstrated a large-scale network that had a spatial distribution similar to the default mode network (DMN) in humans, consistent with earlier findings in younger animals. Between-group whole brain contrasts revealed that aged subjects with documented deficits in memory (aged impaired) displayed widespread reductions in cortical FC, prominently including many areas outside the DMN, relative to both young adults (Y) and aged rats with preserved memory (aged unimpaired, AU). Whereas functional connectivity was relatively preserved in AU rats, they exhibited a qualitatively distinct network signature, comprising the loss of an anticorrelated network observed in Y adults. Together the findings demonstrate that changes in rs-FC are specifically coupled to variability in the cognitive outcome of aging, and that successful neurocognitive aging is associated with adaptive remodeling, not simply the persistence of youthful network dynamics.resting-state fMRI | default mode network | functional connectivity | neurocognitive aging | rat model F unctional MRI (fMRI) has revealed a number of functionally interconnected brain networks. One prominent example, termed the default mode network (DMN), shows prominent temporally coherent activity under wakeful, spontaneous, and undirected conditions (i.e., "resting"), and decreased coherence in response to active cognitive engagement (1-3). Functional connectivity (FC) assessed from the blood oxygenation level-dependent (BOLD) signal provides a measure of these coincident fluctuations across brain areas (2, 4), where positive correlations are thought to reflect simultaneous neuronal activity between regions, and negative or "anticorrelations" arise from inverse, antiphase fluctuations. In this way, resting-state FC (rs-FC) maps the temporal and spatial organization of large-scale neural network dynamics.Recent studies indicate that variability in DMN FC is linked to individual differences in cognition and behavior (e.g., refs. 5 and 6), including differential trajectories of cognitive aging. For example, the strength of FC between anterior and posterior components of the DMN across the lifespan is directly related to performance on tasks measuring executive function, memory, and processing speed (7). During normal ag...