This research project posits a model of repression that incorporates both repressive personality and repressive social behavior. The 1st parameter of the model specifies the motivation for repressors' distancing of themselves from emotional events. Experiment 1 demonstrates that repressors are hypersensitive--in their cognitive attention--to both negative and positive emotional events. The 2nd parameter of the model specifies the conditions under which repressors distance themselves from emotional events. Experiments 2 and 3 demonstrate that repressors psychologically distance themselves when the situation threatens their self-evaluation and provides opportunity for them to attend to and process self-relevant and non-self-relevant information. This 2-factor model extends the current conceptualization of repression in that it identifies motivation (dispositional emotional sensitivity) and context (situational threats to self-evaluation and distraction availability) for repressors' distancing of themselves from negative and positive emotional events.