We investigated patterns, rates, and mechanisms of forest replacement by salt marsh in relation to sea-level rise on the west coast of Florida, USA. The geomorphology of this region typifies that of low-lying, limestone coastlines considered highly susceptible to sea-level rise (e.g., much of the eastern Gulf of Mexico, the Yucatan Peninsula, and low-lying limestone islands throughout the world). This coast is microtidal, shallowly sloping, and has a rate of relative sea-level rise similar to that of eustatic rise. To determine patterns of forest change in relation to sea-level rise, we examined patterns of tree species zonation, tree recruitment, and tree mortality in relation to site elevation and tidal-flooding frequency. To reconstruct histories of forest change in relation to sea-level rise, we estimated age distributions of Sabal palmetto, the most widely distributed tree species at our site, relating age structures of stands to reconstructed histories of tidal flooding in the stands. Finally, to assess the relative roles of flooding stress (hypoxia), salt exposure, and competition from encroaching salt-marsh vegetation in the decline of forest stands, we examined patterns of soil redox potential, groundwater salinity, and density of halophytic vegetation among stands in different stages of decline.