The relations between changes in arousal and perceived control with changes in anxiety-related distress during a 10-min recovery period after exposure to 10% CO 2 -enriched air was examined among community participants (N=47) high (n=23) and low (n=24) in anxiety sensitivity (AS). Rate of decline in arousal was significantly positively associated with rate of decline in anxiety among high and low AS participants when controlling for valence. Rate of increase in perceived control was significantly negatively related to rate of decline in anxiety in the high AS group but not in the low AS group when controlling for valence. These findings suggest that associations between arousal, perceived control, and anxiety-related recovery from a panic-relevant episode of abrupt increases in bodily arousal differ as a function of pre-existing fears of anxiety-related symptoms (i.e., AS). Implications of these findings for disorders associated with elevated AS are discussed.