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Objective To investigate risk factors for disordered eating among overweight youth, a subset of the population particularly at risk for such behaviors. Methods A population-based sample of overweight youth (n = 553) self-reported their disordered eating (binge eating, extreme weight control behaviors), depression-related symptoms, body dissatisfaction, and weight-related teasing at 5-year intervals spanning early/middle adolescence (Time 1; T1), middle adolescence/early young adulthood (Time 2; T2), and early/middle young adulthood (Time 3; T3). Results Using logistic regression, we found that T2 depression-related symptoms (p = .02) and body dissatisfaction (p = .01), and increases in body dissatisfaction from T1 to T2 (p = .03), predicted disordered eating incidence at T3. Conclusions Depression-related symptoms and body dissatisfaction appear to be important risk factors for disordered eating among overweight youth. Eating disorder prevention programs should address these factors along with behaviors maintaining or exacerbating excess weight status.