Sleep disturbance is a common problem in women with breast cancer. However, only a limited amount of information is available on sleep disturbance and its correlates in these women. In this longitudinal study of neuropathic pain, lymphedema, and common symptoms in women who underwent surgery for breast cancer, 398 women with unilateral breast cancer were enrolled prior to surgery. Sleep disturbance and daytime sleepiness (DS) were assessed with the General Sleep Disturbance Scale (GSDS). Patients completed questionnaires prior to and for six months after surgery to assess clinical, demographic, and symptom characteristics. Prior to surgery, 28% of the patients had breast pain. Women with pain were younger, reported lower functional status, were more likely to be non-white, had not gone through menopause, and had a higher number of biopsies. Significantly higher percentage of women with breast pain (66.7%) had a mean total GSDS score above the cutoff for clinically meaningful sleep disturbance. No between group differences were found in any GSDS subscales or total GSDS scores or in fatigue and energy scores. Overall mean GSDS scores remained above the cutoff for clinically meaningful sleep disturbance over six months of the study. Higher severity scores for hot flashes, attentional fatigue, and physical fatigue predicted higher levels of sleep disturbance prior to surgery. Higher levels of depressive symptom scores predicted higher levels of sleep disturbance prior to surgery that declined slowly over six months. Higher levels of depressive symptoms, fatigue, and attentional fatigue predicted increased DS prior to surgery. Growth Mixture Modeling found three distinct subgroups of patients (i.e., High Sustained class (55.0%) had a high GSDS score prior to surgery that remained high for six months; Low class (39.7%) had low GSDS score prior to surgery that persisted; Decreasing class (5.3%) had a high total GSDS score at baseline that decreased and then stabilized). Decreasing and High Sustained classes had higher physical fatigue, attentional fatigue, depressive symptoms, and trait anxiety compared to the Low class. High Sustained class had a higher proportion of women with hot flashes, lower energy scores and higher state anxiety scores than the Low class.