The ways that GPs manage and make referral decisions for psychological problems are crucial for the provision of mental health care, although the ways they undertake these tasks are not well understood. A long tradition of psychiatric research in the UK has identified significant shortcomings in detection rates, raising concerns that a large proportion of mental health problems go unrecognized and untreated. Other research has suggested that GPs have a different approach to psychological problems than their mental health colleagues, accounting for some of the particular conditions of primary care, although this approach may differ from the methods used by mental health specialists. The present study explored the views of 10 GPs in one geographic locality about managing and making referral decisions for psychological problems. Grounded theory analysis of interview data allowed for the development of a model made up of five components. This model described the ways that GPs explored psychological problems in the context of containing patients' health problems. Referral decisions were made when GPs felt they had reached the limits of their capabilities for treating a particular problem, taking account of the patient's suitability for psychological therapy and access to psychology services. These decisions were influenced by GPs' views of psychological problems and therapies as well as by their professional interactions with psychologists. The implications of the findings for understanding how GPs work with mental health problems and the ways that psychological services can help are discussed.