The capacity and power performance of lithium-ion battery cells evolve over time. The mechanisms leading to these changes can often be identified through knowledge of electrode potentials, which contain information about electrochemical processes at the electrodeelectrolyte interfaces. In this study we monitor electrode potentials within full cells containing a Li 1.03 (Ni 0.5 Co 0.2 Mn 0.3 ) 0.97 O 2 -based (NCM523) positive electrode, a silicon-graphite negative electrode, and an LiPF 6 -bearing electrolyte, with and without fluoroethylene carbonate (FEC) or vinylene carbonate (VC) additives. The electrode potentials are monitored with a Li-metal reference electrode (RE) positioned besides the electrode stack; changes in these potentials are used to examine electrode state-of-charge (SOC) shifts, material utilization, and loss of electrochemically active material. Electrode impedances are obtained with a Li x Sn RE located within the stack; the data display the effect of cell voltage and electrode SOC changes on the measured values after formation cycling and after aging. Our measurements confirm the beneficial effect of FEC and VC electrolyte additives in reducing full cell capacity loss and impedance rise after cycling in a 3.0-4.2 V range. Comparisons with data from a full cell containing a graphite-based negative highlight the consequences of including silicon in the electrode. Our observations on electrode potentials, capacity, and impedance changes on cycling are crucial to designing long-lasting, silicon-bearing, lithium-ion cells. As applications of lithium-ion systems expand beyond consumer electronics to the transportation and electricity storage markets, battery-cell longevity has become a primary barrier to widespread commercialization. While cells in smart phones are expected to function for about two years, energy storage units in electric vehicles are expected to maintain performance over a 10-15 year period. This performance is primarily defined by cell capacity and impedance characteristics, which change as electrode potentials and electrodeelectrolyte interfaces evolve over time. The knowledge of electrode potentials is very important for battery aging investigations because it can point to sources of performance degradation and, hence, lead to solutions that improve cell life. Such improvements are urgently needed for high-energy density cells, with silicon-containing-negative and layered-oxide-positive electrodes, being developed at Argonne National Laboratory as part of the U.S. DOE's Applied Battery Research (ABR) for Transportation program.The potentials of individual electrodes, such as that of a layeredoxide electrode, can be monitored in two-electrode cells by using a Li-metal counter electrode (CE) at low currents, or by using a CE with high surface areas, which reduce current densities and maintains a relatively stable potential. However, electrode potentials cannot be measured independently in commercial lithium-ion cells, which do not contain Li-metal. Yet aging investigations of ...