A strong and positive correlation exists between chronic disease and affective disorders, but the biological mechanisms underlying this relationship are not known. Here we show that rats with mammary cancer exhibit depression-and anxiety-like behaviors in the absence of overt sickness behaviors. The production of proinflammatory cytokines, known to induce depressive-like behaviors, was elevated in the periphery and in the hippocampus of rats with tumors compared with controls. In tumor-bearing rats, circulating corticosterone, which inhibits cytokine signaling, was suppressed following a stressor, and gene expression of hippocampal glucocorticoid receptors was elevated. The results establish that tumors alone are sufficient to trigger changes in emotional behaviors. Dampened glucocorticoid responses to stressors may exacerbate the deleterious effects of tumor-induced cytokines on affective states.cancer ͉ depression ͉ HPA ͉ hippocampus P hysical and psychological health share a bidirectional relationship (1-4). Individuals suffering from major peripheral illnesses (e.g., cancer, cardiovascular disease, AIDS, etc.) are at greater risk for depression and anxiety disorders relative to the healthy population (5-7). For example, mood disorders are reported in up to 60% of breast cancer patients (8-10). Co-morbid depression is associated with decreased cancer survivorship (11) and increased treatment noncompliance (12); therefore, understanding the mechanisms underlying cancer-associated depression is of profound clinical significance. Despite the strong association between cancer and mood disorders, the respective contributions of: (i) subjective disease awareness, (ii) toxic side-effects of chemotherapy, and (iii) direct biological effects of tumors in the pathogenesis of cancerassociated affective disorders have remained largely unexamined and undifferentiated (13)(14)(15).Tumor cells secrete cytokines and chemokines locally (16,17). Proinflammatory cytokines (primarily IL-1, IL-6, and TNF␣) induce depressive-like behavior (e.g., anhedonia, anorexia, lethargy) (18) via humoral and neural signaling from the periphery to the brain (19). The overwhelming majority of data relating peripheral proinflammatory cytokine production to alterations in behavior and affective states are generated using acute bacterial infection models (18, 19), not chronic disease models. Information on the effects of tumors or tumor-induced cytokines on behavior, on the other hand, is limited to the study of cancer-induced anorexia or cachexia (20). Thus, the hypothesis that tumor-derived cytokines contribute to cancer-induced depression has never been examined.Cytokine signaling can be regulated by neuroendocrine activity, principally through the production of glucocorticoids (21). Corticosterone suppresses the synthesis and actions of proinflammatory cytokines and can thereby inhibit the effects of proinflammatory cytokines on depressive-like behaviors (22-25). Because glucocorticoid production changes during progression of chronic disease ...