We examined prospectively the risk for major depression (MDD) and panic disorder in persons with prior history of migraine. A random sample of 995 young adults was interviewed in 1989 and reinterviewed in 1990. A history of migraine at baseline increased fourfold the risk for MDD during the follow-up interval. A history of any anxiety disorder exacerbated the risk for MDD in persons with migraine. Persons with a history of migraine were twelve times more likely to become cases of panic disorder than those with no history of migraine. The risk for MDD andor panic disorder was unrelated to whether or not migraine was active during the year preceding the baseline interview or in remission for more than one year. The findings suggest that migraine, major depression and anxiety disorders might share common predispositions.