William B. Brahms began accumulating information on "lasts" in 1992 as a graduate library student at Rutgers University. While reviewing core reference sources in a reference class, the topic of notable "firsts" was discussed and an excellent encyclopedic resource was demonstrated. This prompted him to ask: Where would one go to look up famous or notable "lasts?" When his question yielded nothing definitive, the idea (or rather the need) for an extensive basic reference work on "lasts" was born. Widely reviewed and highly recommended, Notable Last Facts, published in 2005 has become a core reference work in thousands of libraries and research centers. While researching "last facts," Brahms began to come across many "last words" of people. When he saw the variety of versions reported and few sourced quotations, he began to collect these too. Many Internet lists and books have endeavored to collect "last words," however these works almost exclusively do not cite historic or vetted sources for the majority of the quotations and many of the "reputed" last words are doubtful, misquoted, or clearly contrived. Almost all of the "last words" collections are non-scholarly, limited in scope, and are generally novelties marketed in the humor or miscellaneous sections in bookstores. A few attempts have been made to study and list last words more seriously, but as resources they too are limited (number of entries, breadth of coverage, age). Last Words of Notable People is the largest, most scholarly and comprehensive compilation of recorded "last words" published. Brief biographies for 3500-plus entries identify claims to fame and each quotation is sourced (many additionally annotated). The quotations, drawn from tens of thousands of references, span the globe and millennia. "Different Last Words," as well as similar "Variations" of "last words" for entries are presented when known. Quotations that appear to be bogus are identified and a sourced explanation is given.