Background: Leisure-time physical activity (LTPA) shows promise for reducing the risk of poor mental health in later life, although gender- and age-specific research is required to clarify this association. This study examined the concurrent and prospective relationships between both LTPA and walking with mental health in older women. Methods: Community-dwelling women aged 73e78 years completed mailed surveys in 1999, 2002 and 2005 for the Australian Longitudinal Study on Women's Health. Respondents reported their weekly minutes of walking, moderate LTPA and vigorous LTPA. Mental health was defined as the number of depression and anxiety symptoms, as assessed with the Goldberg Anxiety and Depression Scale (GADS). Multivariable linear mixed models, adjusted for socio-demographic and healthrelated variables, were used to examine associations between five levels of LTPA (none, very low, low, intermediate and high) and GADS scores. For women who reported walking as their only LTPA, associations between walking and GADS scores were also examined. Women who reported depression or anxiety in 1999 were excluded, resulting in data from 6653 women being included in these analyses. Results: Inverse doseeresponse associations were observed between both LTPA and walking with GADS scores in concurrent and prospective models (p<0.001). Even low levels of LTPA and walking were associated with lowered scores. The lowest scores were observed in women reporting high levels of LTPA or walking. Conclusion: The results support an inverse doseeresponse association between both LTPA and walking with mental health, over 3 years in older women without depression or anxiety.