A complex relationship exists between pain, depression, and functional limitation. These conditions, which substantially impact health care spending and quality of life, remain under-addressed in the current system of health care delivery, particularly among low-income and minority populations. This analysis uses baseline assessment data from CAPABLE, an ongoing randomized controlled trial (RCT), to examine associations between pain, depression, and functional limitation among a sample of low-income, community-dwelling elders with functional limitations. Linear regression revealed close associations between depression, pain, and activity of daily living (ADL) limitation. Mediation analyses indicated that depression fully mediated the relationship between pain intensity and functional limitation and partially mediated the relationship between pain interference and depression. Past research has shown that these conditions may be easily identified using validated assessment tools and effectively addressed through the introduction of interdisciplinary interventions. Several recommendations are presented for clinicians and health care organizations.