Phonological awareness skills are prerequisite to early reading, yet the development of phonological awareness is an understudied phenomenon. To identify factors that contribute to the development of phonological awareness, we investigated the longitudinal relationships among child background factors, structural oral language, and phonological awareness in a sample of 52 children from kindergarten to second grade and a subsample of this group who were nonreaders in kindergarten. Background measures were IQ, family literacy, socioeconomic status, and child's primary language; oral language measures were receptive and expressive semantics, syntax, and morphology; phonological awareness was measured by segmentation and blending. Principal component analysis of the structural language measures yielded a general oral language factor score. Regression analyses indicated that the background variables were unique predictors of kindergarten general oral language skill but did not predict phonological awareness skills. General oral language accounted for significant and substantial unique variance in phonological awareness each year for both the full sample and the subsample of nonreaders, controlling for reading ability. These findings suggest general oral language may contribute to the development of early reading through its significant influence on the development of phonological awareness.