The authors tested whether coping styles and fear of pain mediate the relationship between positive affect and negative affect on one hand and pain-related distress (PD) on the other. Among African American and Caucasian female college students, negative affect, fear of pain, and emotion-oriented coping together accounted for 34% of the variance in PD among African American woman and 40% of the variance in PD among Caucasian women. Emotion-oriented coping and fear of pain fully mediated the relationship between negative affect and PD among Caucasian women and partly mediated the relationship between negative affect and PD among African American women. Results suggest that reducing college women's reliance on emotion-oriented coping and their fears of pain may help reduce PD. (Contains 3 tables and 2 figures.)