Abstract Background: Many parents discuss familial and genetic risk of breast cancer (BC) with offspring. What girls know and perceive of BC risk and its psychosocial impact is unknown. Methods: In the multisite LEGACY Girls Study, 6-13 YO daughters and their parents/guardians from BC families (FH+) and families without BC (FH-) were recruited to examine early determinants of, and responses to BC risk. Parents/guardians completed surveys reporting on their daughters’ psychosocial adjustment (PSA). Mothers and daughters 10-13 YO completed surveys reporting their PSA and perceptions of breast cancer risk. We used linear and logistic regressions with variable selection. Results: 731 parents/guardians reported on their own and the PSA of 898 daughters (450 FH+, 448 FH-), and 447 girls (10-13 YO) completed surveys (227 FH+, 220 FH-). FH+ girls have lower somatization and internalizing behaviors by parent/guardian report than FH- girls (Table 1). Intrusive BC (IBC) worry, and avoidant BC (ABC) worry were significantly higher in FH+ girls. IBC worry (coef=0.8, p=0.04) and ABC worry (coef 1.8, p=0.007) were higher in daughters whose mother had BC. Daughter perceived stress (PS), anxiety, depression, somatization, and internalizing did not differ by mother BC history. In multivariable models, daughter-anxiety was associated with mother-anxiety (Coef 1.4, p<0.0001) and BRCA+ family (coef -13.5, p=0.040). Daughter-depression was associated with mother-anxiety (coef 1.0, p=0.009). Daughter-IBC worry was associated with mother-IBC worry (coef 0.2, p<0.001). Daughter-ABC worry was associated with mother-IBC worry (coef 0.2, p=0.002) and being FH+ (coef 1.3, p=0.02). Daughter-PS was associated with mother-depression (coef 0.2, p=0.003). Somatization was not associated with any variables in multivariable models. FH+ girls were more likely to report themselves at higher risk for BC, although many reported uncertainty about their own BC risk. Table 1Daughter Psychosocial AdjustmentFH+ Mean(SD)FH-Mean(SD)By parent/guardian reportn=437n=431Anxiety46.7 (30.3)49.1 (29.1)Depression51.2 (27.2)52.8 (27.3)Somatization43.9 (30.7)**50.3 (30.7)**Internalizing46.1 (29.6)*50.8 (29.1)*Daughter reportedn=228n=222Anxiety40.2 (28.5)42.4 (29.5)Depression32.4 (26.2)32.4 (27.7)Somatization36.5 (25.5)44.0 (27.7)Internalizing33.1 (25.5)34.0 (26.7)IBC Worry2.0 (3.4)**1.2 (2.4)**ABC Worry3.8 (5.8)**2.0 (4.3)**Perceived Stress4.8 (2.8)4.6 (2.8)Daughter Perceived BC Riskn=219n=209Higher risk for BC than peers85 (39%)**27 (13%)**Same risk as peers57 (26%)54 (26%)Lower risk than peers19 (9%)35 (17%)Responded 'not sure'58 (26)93 (45)* p<0.05, ** p<0.01 Conclusions: Pre-adolescent girls from BC families have lower somatization and internalizing behaviors by parent report, but higher self-reported BC worry. Daughter general anxiety, depression and BC worry are associated with corresponding mother affect. Some girls from BC families are aware of their increased risk and related research suggests this may increase with age. Understanding how PSA and BC worry changes over time and the impact on health and risk behaviors can inform interventions to optimize responses to growing up in families at familial and genetic risk for breast cancer. Citation Format: Angela R Bradbury, Linda Patrick-Miller, Brian Egleston, Lisa Schwartz, Colleen B Sands, Wendy Chung, Gord Glendon, Lisa Tuchman, Cindy Moore, Paula Rauch, Irene Andrulis, Saundra Buys, Caren J Frost, Esther M John, Theresa Keegan, Julia Knight, Mary Beth Terry, Mary Daly. Psychosocial adjustment, cancer worry and perceived risk in 6-13 year old girls from breast cancer families [abstract]. In: Proceedings of the Thirty-Seventh Annual CTRC-AACR San Antonio Breast Cancer Symposium: 2014 Dec 9-13; San Antonio, TX. Philadelphia (PA): AACR; Cancer Res 2015;75(9 Suppl):Abstract nr P6-10-17.