Chronic pain and mental health problems have both been identified as public health emergencies and co-occur at high rates. This prospective, longitudinal investigation examined whether chronic pain status, pain-related symptoms (intensity, interference), pain catastrophizing, and insomnia severity predicted first lifetime onset of depressive and/or anxiety disorders as well as suicidality in a cohort of youth with a parental history of mood and/or anxiety disorders. Participants included 145 youth (Mage = 13.74 years; 64% female) who completed structured diagnostic interviews at baseline and at 9- and 18-month follow-up to assess depressive and anxiety disorders as well as suicidality. Participants completed baseline questionnaires assessing depressive and anxiety symptoms, pain symptoms and characteristics, pain interference, pain catastrophizing, and insomnia severity. Approximately 25% of youth reported having chronic pain at baseline. Nearly half (47.3%) developed a depressive disorder (21.3%), anxiety disorder (15.7%), or both (10.3%), and 34% endorsed experiencing suicidality at follow-up. Increased pain interference, intensity, catastrophizing, and insomnia severity predicted increased likelihood of first lifetime onset of a depressive disorder at follow-up, over and above sex and baseline symptoms. Chronic pain at baseline was associated with the increased likelihood of onset of suicidality at follow-up. Increased pain intensity and interference at baseline predicted increased severity of suicidality at follow-up. Insomnia severity predicted increased likelihood of anxiety disorder onset. The presence of chronic pain and elevated pain-related symptoms and insomnia are premorbid risk factors for the development of significant mental health disorders and issues in youth.