Conservatively estimated, about one in every ten youth experiences severe depression during adolescence. This is concerning because depression is known to be responsive to prevention as well as to early interventions when accessible to youth. Those who experience early onset depression are at increased risk for other negative outcomes including substance use and suicidal behavior. The effects of depression carry over into young adulthood and are linked with psychiatric and medical hospitalizations, suicidal behavior, and lower educational accomplishments. Youth identified as academically at-risk are particularly susceptible to experiencing depression as well as other co-occurring health risks. Research reveals that family processes serve as a protective influence on the development of depression. Few studies, however, have examined the role of familial risk and protective factors in the development or progression of depression for academically at-risk youth. This research was designed to investigate patterns of depression across time and the influence of family-level risk (family conflict, authoritative parenting style and parental substance use) and protective factors (parental involvement/monitoring and family support) on these patterns. These factors will be compared in terms of their strength of influence on depression. This predictive study is based on survey data collected from a randomly selected, ethnically diverse sample (n=149) of students from two Washington State school districts who were subsequently followed from middle into high school (8th-10th grade). The sample includes youth randomly assigned to the control condition in a school-based prevention study. Depression is expected to be positively associated with family risk factors and negatively associated with protective factors. We anticipate distinguishing differences in the relative influence of family factors on adolescent depression. This detailed examination of key factors influencing adolescent depression will contribute to designing new interventions that are more clearly and specifically targeted, and thus more meaningful, for vulnerable youth and their families.