We present here a comprehensive, neurocognitive model to account for the psychological consequences of acute exercise. There is a substantial amount of disparate research and the proposed mechanistic explanation meaningfully integrates this body of brain and behavioral data into a single, unified model. The model's central feature is a cascading, two-step process. First, exercise engages arousal mechanisms in the reticular-activating system. This activation process, which involves a number of neurotransmitter systems, has several interrelated effects on cognition and emotion but, in general, has evolved to facilitate implicit information processing. Second, exercise disengages the higher-order functions of the prefrontal cortex. This deactivation process, which is caused in part by resource limitations, also has several interrelated effects but, in general, has evolved to keep the inefficient explicit system and unhelpful emotional processes from compromising the implicit system's functioning when optimal motor execution is needed most. In this article, we review evidence in support of this reticular-activating hypofrontality (RAH) model of acute exercise and place it into a larger evolutionary context.