Wolpe's reciprocal inhibition principle represents, on a purely operational level, nothing more than a procedural description of counterconditioning. The most obvious implication of this principle is that a positive relationship, at least to some asymptotic point, should exist between the degree of counterconditioning and the subsequent reduction of avoidance behavior. An analogue study using rats ( N = 70) in a passive avoidance paradigm was used to test this implication and to compare the efficacy of response prevention and extinction with varying degrees of counterconditioning. Licking (the animals were water deprived) in the former safe area served as the incompatible response. The effects of five specific conditions—Counterconditioning High, Counterconditioning Medium, Counterconditioning Low, Extinction, Response Prevention—and two control procedures, Untreated Control/Home Cage and Untreated Control/Trash Can, were assessed on each of three days following passive avoidance acquisition on Day 1. A nonshock control group was also used. The Response Prevention, Counterconditioning High, Counterconditioning Medium, and Untreated Control/Home Cage subjects evidenced a significant reduction in passive avoidance behavior relative to the Counterconditioning Low, Extinction, and Untreated Control/Trash Can subjects. It is suggested that lowered arousal may enhance cue utilization and thereby serve as a facilitator for increased exposure, which allows for the elimination of motivational as well as discriminative cues associated with fear and avoidant behavior.