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The aim of this study was to inform the development of a questionnaire to assess a woman's tendency to respond with sexual excitation/inhibition in different situations. Nine focus groups, involving 80 women (M age = 34.3 years; range, 18–84), were conducted. Women described a wide range of physical (genital and nongenital), cognitive/emotional, and behavioral cues to arousal. The relationship between sexual interest (desire) and sexual arousal was complex; sexual interest was reported as sometimes preceding arousal, but at other times following it. Many women did not clearly differentiate between arousal and interest. Qualitative data on the factors that women perceived as “enhancers” and “inhibitors” of sexual arousal are presented, with a focus on the following themes: feelings about one's body; concern about reputation; unwanted pregnancy/contraception; feeling desired versus feeling used by a partner; feeling accepted by a partner; style of approach/initiation; and negative mood. The findings can help inform conceptualizations of sexual arousal in women.