As evidence accumulates that both unhealthy behaviors and inadequate access to health care are responsible in part for poor health, there is a tendency to attribute the differences in health status between the poor and the affluent to the higher prevalence of unhealthy behaviors and inadequate access to health care among people of low socioeconomic status (SES). The purpose of this study is to determine quantitatively how much health behaviors and health insurance coverage account for the SES disparity in health. The study employed secondary analysis of data collected through the Kentucky Behavioral Risk Factor Surveillance System for 2000. After adjusting for health behaviors and health insurance coverage, the differences in health among different levels of SES (measured by education and income) remained strong and significant. Health behaviors and health insurance coverage accounted for 10-16% of the socioeconomic differences in health.