OBJECTIVES/GOALS: Breast cancer survivors have a high risk for chronic disease and early mortality, especially if their psychological and physical symptoms persist beyond treatment. We compared survivors’and noncancer patient controls’health trajectories. We also examined how their relationship satisfaction—a key health determinant—impacted their health. METHODS/STUDY POPULATION: In this longitudinal study, participants were women who were married/domestic partners with an initial suggestive test of cancer identified at cancer clinics. After follow-up testing, women received either a malignant diagnosis (cancer survivors; n=139, stages 0–IIIC) or benign diagnosis (noncancer patient controls; n=69). Breast cancer survivors completed a baseline visit prior to beginning cancer treatment and two follow-up visits 6 and 18 months after treatment ended (surgery, radiation, or chemotherapy, whichever came last); noncancer patient controls completed visits within a comparable timeframe. At each visit, all women completed self-report questionnaires assessing their relationship satisfaction, insomnia, and depressive symptoms. RESULTS/ANTICIPATED RESULTS: We used mixed models and adjusted for participant age, comorbidities, cancer treatment and stage, BMI, and menopause status. At the pre-treatment visit, cancer survivors reported greater depressive symptoms than noncancer patient controls. Cancer survivors’depressive symptoms also decreased over time and were higher before treatment than at the 6- and 18-month post-treatment visits. Insomnia in cancer survivors, but not noncancer patient controls, decreased over time: insomnia was higher at the pre-treatment and 6-months post-treatment visits relative to the 18-month post-treatment visit. Survivors, but not noncancer patient controls, had lower depressive symptoms and insomnia at visits when they reported higher satisfaction than at visits when they reported lower satisfaction. DISCUSSION/SIGNIFICANCE: Cancer survivors had poorer psychological health than those without cancer before treatment, but survivors’psychological and physical health improved after finishing treatment. Survivors’satisfying relationships predicted better psychological and physical health, demonstrating the notable health benefits of survivors’relationships.