We proposed and tested a theoretical model that links membership in a devalued social group to emotional health. People who identify with devalued social groups (e.g., ethnic minorities, gay men/lesbians, bisexuals, women) may be at increased risk for distress via 3 different pathways. First, some members of devalued groups may internalize negative stereotypes about their group, which negatively impact personal self-esteem. Second, being devalued simply on the basis of one's group membership could lead to emotional distress independent of one's own personal self-esteem. Third, some members of devalued groups may be socialized to develop attitudes and behaviors that increase their risk for emotional distress. Data were collected from a sample of White, middle-to-upper-class undergraduate women and men with respect to personal self-esteem, collective self-esteem on the basis of their gender group, attitudes and behaviors associated with female socialization, and emotional distress. Results supported the direct effect of each pathway in predicting concurrent depression and partially supported the prediction of concurrent anxiety. Each pathway fully accounted for women's greater levels of depression relative to men's. Implications for the study of devalued groups are discussed.