Falmouth, the Cape's second-largest town, was settled in 1660. Much of Falmouth today is suburban, with a mix of old and new developments and a large year-round population. Many residents commute to other towns on the Cape, to southeastern Massachusetts, and even to Boston. The town has a quaint village center, with a typically old New England village green and a shop-lined Main Street. South of town center, Falmouth faces Nantucket Sound and has several often-crowded beaches popular with families. To the east, the Falmouth Heights neighborhood mixes inns, B&Bs, and private homes, nestled close together on residential streets leading to the sea. Bustling Grand Avenue, the main drag in Falmouth Heights, hugs the shore and the beach.

The village of Woods Hole, part of Falmouth, is home to several major scientific institutions, and is a departure point for ferries to Martha's Vineyard.