Background: Rates of overweight in youth have increased at an alarming rate, particularly in minority youth, and depressive symptoms may affect the ability of youth to engage in healthy lifestyle behaviors to manage weight and reduce their risk for health problems. The purpose of this study was to examine the relationships between depressive symptoms, clinical risk factors, and health behaviors and attitudes in a sample of urban youth at risk for type 2 diabetes mellitus (T2DM). Methods: We obtained self-report questionnaire data on depressive symptoms and health attitudes and behaviors related to diet and exercise and clinical data on risk markers (eg., fasting insulin) from 198 youth from an urban setting. Seventh-grade students were eligible if they were at risk for developing T2DM because they had a body mass index (BMI) in the 85th percentile or higher and a family history of diabetes. Results: Clinically significant levels of depressive symptoms were evident in approximately 21% of the sample, and Hispanic youth reported higher levels of depressive symptoms than black youth. Higher levels of depression were associated with several health behaviors and attitudes, in particular less perceived support for physical activity and poorer self-efficacy for diet. Depressive symptoms were also related to some clinical risk markers, such as higher BMI and fasting insulin levels. Conclusions: Because depressive symptoms may affect ability to engage in healthy behavior changes, evaluation and treatment of depressive symptoms should be considered in preventive interventions for youth at risk for T2DM. (Contains 2 tables.)