Many clients engaging in Cognitive Behavioral Therapy (CBT) for depression and anxiety are ambivalent about change, and about taking necessary actions to bring about change such as exposure or behavioral activation exercises. Given the focus of motivational interviewing (MI) on enhancing readiness for change, it is of great interest to investigate applications of MI to prevalent disorders such as depression and anxiety. After exploring the rationale for integrating MI with CBT for these disorders, we outline unique features of MI that may render it a useful complement to CBT, such as its focus on resolving ambivalence for change and specific strategies for responding to resistance. We suggest several possible ways in which MI may be combined with CBT. Finally, we discuss our clinical experience with adapting MI to the treatment of depression and anxiety, including case illustrations of each, and discuss some of the unique issues arising in generalizing MI for use with these populations.