This case is about a 66-year-old Caucasian woman who was widowed three years prior to starting therapy, after having been a caregiver for a spouse with Alzheimer’s disease. Her presenting concerns involved very negative views and fears about her retirement, which had happened about a year prior to seeking treatment. This situation seemed to be exacerbated by her tendency to devalue herself due to her socioeconomically deprived background earlier in life. Mrs. A. also reported two other problems: (a) intense feelings of distance from her grown children, and (b) worries about her health. She had both hypertension and arthritis, but these were under good medical control. Her worries seemed more focused on what could happen in the future in terms of declining health if she had a stroke, a fall, or some other event that could cause a decrement in her functional ability. She began therapy with a diagnosis of primary major depressive disorder, and after 30 sessions of individual treatment was no longer clinically depressed. She maintained these gains consistently over a two-year follow-up period with no relapses, despite additional life Stressors during that time (e.g., family emergencies).