OBJECTIVES/GOALS: The present study investigated contextual factors linking rural Black American mens experiences of racial discrimination to their COVID vaccine hesitancy. Specifically, we investigated two potential mediators of the link between racial discrimination and COVID vaccine hesitancy: (1) medical mistrust, and (2) COVID conspiratorial beliefs. METHODS/STUDY POPULATION: Hypotheses were tested using structural equation modeling with 7 waves of data from 504 Black American men participating in a longitudinal study of risk behavior and substance use during young adulthood. At baseline, mens mean age was ~20. Data were collected before and during the COVID pandemic. The COVID pandemic began after Wave 4 data had been collected. A series of 3 online surveys, at 3-month intervals, were conducted to examine acute COVID-related stressors and impacts. RESULTS/ANTICIPATED RESULTS: The dual mediation model fit the data as follows: χ2(7) = 19.00, p < .008; χ2/ df = 2.71; RMSEA = 0.06; CFI = 0.95; SRMR= 0.04. Results indicated that racial discrimination was directly associated with increases in COVID conspiratorial beliefs (B = .14, p<.05) and medical mistrust (B = .22, p<.001). COVID conspiratorial beliefs was directly associated with increases in COVID vaccine hesitancy (B = .11, p<.05). Indirect effects were detected whereby racial discrimination was associated with increases COVID vaccine hesitancy indirectly via increases in COVID conspiratorial beliefs (B = 0.016; 95% CI [0.001, 0.048]). DISCUSSION/SIGNIFICANCE: Investigating race-related factors in the context of vaccine hesitancy is a novel area of inquiry that could facilitate the development of targeted interventions for Black Americans to increase their vaccine uptake. Future research is needed to more thoroughly examine the relationship between racial discrimination and conspiratorial beliefs.