Patients with generalized social phobia fear embarrassment in most social situations. Little is known about its functional neuroanatomy. We studied BOLD-fMRI brain activity while generalized social phobics and healthy controls anticipated making public speeches. With anticipation minus rest, 8 phobics compared to 6 controls showed greater subcortical, limbic, and lateral paralimbic activity (pons, striatum, amygdala/uncus/anterior parahippocampus, insula, temporal pole) - regions important in automatic emotional processing - and less cortical activity (dorsal anterior cingulate/prefrontal cortex) -regions important in cognitive processing. Phobics may become so anxious, they cannot think clearly or vice versa.