Nineteen panic disorder and twenty nonclinical subjects participated in a word association task followed by direct and indirect tests of memory. Subjects were presented with three types of words in random order (physical threat, social threat, and matched neutral words), and were asked to state the first word that came to mind. They were then, unexpectedly, asked to perform a free recall task (direct) or word completion task (indirect). Panic disorder subjects reported a greater number of threat associates to all types of words. However, they did not show a memory bias toward physical threat on either the direct on indirect task.