In this paper Rachman's concept of emotional processing was extended and a model highlighting the psychological operations underpinning processing was specified. Using this model, the aim was to investigate, by means of a questionnaire, whether patients with panic disorder (n=50) have more emotional processing difficulties than two samples of healthy controls (London, n=406; Aberdeen, n=125). The panic disorder group did have significantly more emotional processing difficulties than the control groups, showing a marked tendency to control feelings of anger, unhappiness and anxiety. Three emotional processing dimensions distinguished the panic from the control groups: greater control of emotional experiences ('smothering' or 'bottling up' emotions), greater awareness of feelings and more difficulties in labelling emotions. The authors hypothesise that emotional processing deficits act as a vulnerability factor for developing panic attacks.