ABSTRACT. Objective:The tendency to react with fear to anxietyrelated sensations (anxiety sensitivity) and the inability to tolerate distressing psychological or physiological states (distress intolerance) are implicated in the comorbidity between affective psychopathology and cannabis use disorders. Emotionally vulnerable cannabis users may be particularly apt to use cannabis to cope with distress, which may both lead to and maintain its problematic use (e.g., dependence, craving). The current study tested a comprehensive model of anxiety sensitivity and distress intolerance as predictors of the number of cannabis dependence symptoms and problems, and severity of cannabis craving following deprivation from cannabis, and the mediating role of cannabis coping motives. Method: Participants (n = 103; mean age = 21.2 years, SD = 4.3; 35.9% female) were non-treatment-seeking frequent cannabis users.Data were cross-sectional in nature. Anxiety sensitivity was assessed via self-report, and distress intolerance was assessed via both self-report and breath-holding duration. Results: Greater perceived distress intolerance, but not breath-holding duration or anxiety sensitivity, was associated with a greater number of cannabis dependence symptoms and problems and elevated cannabis craving. These relations were mediated by cannabis coping motives. Conclusions: Findings provide specificity for the etiologic mechanisms related to emotional vulnerability and maintenance of cannabis problems. Perceived distress intolerance appears to be uniquely related to maladaptive coping motives for cannabis use, which could be meaningfully targeted in interventions for emotionally vulnerable cannabis users. (J. Stud. Alcohol Drugs, 77, 889-897, 2016)