Communication is a fundamental component of health care, yet many patients have difficulty understanding what providers tell them. Poor-provider patient communication can lead to negative outcomes for patients, providers, and the healthcare system as a whole. The aging population continues to increase, as does the population of number of minority elders. Healthcare systems, organizations, and providers must be equipped to respond to the growing and evolving communication needs of the Medicare populations in the years to come. The purpose of the current study was to identify contextual factors associated with reporting poor provider-patient communication. This study used an adaptation of Donabedian's health care quality theory and the doctor-patient communication theory proposed by Ong et al. as the conceptual model. For this study, poor provider-patient communication was the process outcome of interest, while organizational factors and patient factors represent contextual factors. The current study utilized data from the California Health Information Survey (CHIS) of 2011-2012, a continuous, population-based random-dial telephone survey, which asks health related questions. The current study focused on adult Medicare beneficiaries with a usual source of care and a personal physician. The final sample for analysis is n=12,501. Statistical analyses included sensitivity analysis, descriptive frequencies, bivariate analyses, and multivariable logistic regression. 10.7% of the sample reported poor provider-patient communication. Medicare beneficiaries with Limited English Proficiency (LEP) had higher risk of reporting poor communication than those with English proficiency (AOR: 1.244, p-value< .018). Medicare beneficiaries with income below 200% of the FPL had higher odds of reporting poor communication than those above 300% FPL (0-99% FPL: AOR=1.786, p< .001; 100-199% FPL: AOR= 1.42, p< .001). Non-Hispanic Black Medicare beneficiaries had higher odds of reporting poor communication when compared to White beneficiaries (AOR= 1.444, p< .006). In conclusion, having insurance, a usual source of care and personal physician does not eliminate the socio-demographic and cultural disparities in the reporting of poor-communication. There must be a continued focus on improving the processes of care at a systemic and provider level for Medicare beneficiaries at high risk of poor communication.