Social facilitation refers to the enhancement of an organism's dominant responses by the simple physical presence of species-mates, independent of any informational or interactional influences the others may exert. This phenomenon represents the consequences of the most elementary transition from a nonsocial to a social environment, and is one of the first research areas in experimental social psychology. The present analysis examines the status of three different explanations for socially facilitated behavior. Substantial weaknesses exist in the propositions that the presence of others elicits a reflexive alertness or preparedness response (Mere Presence) and that the presence of others increases drive through classically conditioned anticipations of positive and negative outcomes (Learned Drive). A third proposition argues for increased drive due to response conflict involving incompatible tendencies to attend to others and to ongoing task requirements (Distraction/Conflict). The basic assumptions of the Distraction/Conflict hypothesis are found to have considerable empirical support, and a wide variety of apparently anamolous results are integrated into the attentional conflict framework. Finally, a synthesis of the three approaches is proposed wherein slightly modified versions of the Mere Presence and Learned Drive theories serve to specify two common antecedents for the arousal of attentional conflict (the Attentional Processes model). Connections between the Attentional Processes model and past and future research are explored.