THE IMPORTATION MODEL FOCUSES ON PRIOR SOCIALIZATION, WHILE THE DEPRIVATION MODEL FOCUSES ON PRESENT LIVING ARRANGEMENTS. THE PRESENT MODEL ADDS FACTORS THAT DIRECTLY INFLUENCE INMATES BUT ARE NOT RECOGNIZED AS PART OF THE PRISON STRUCTURE AND FACTORS THAT INFLUENCE INMATE PERCEPTIONS OF POSTPRISON OPPORTUNITIES. COMPARISON OF THE MERGED APPROACH WITH A MODEL OF ADOLESCENT ADJUSTMENT IN ANOTHER INSTITUTIONAL SETTING PROVIDES NEEDED INSIGHT ON GENERAL IMPACTS OF INSTITUTIONS ON JUVENILES. REBELLION HAS BEEN DESCRIBED AS THE MANIFESTATION OF ATTITUDES TERMED 'EXPRESSIVE ALIENATION.' PRISONIZATION LITERATURE LINKS LITERATURE ON ALIENATION WITH THAT ON PRISONS TO PRODUCE EIGHT GENERAL PROPOSITIONS. TO TEST THESE PROPOSITIONS, QUESTIONNAIRES FROM 267 MALES AND 137 FEMALES FROM THE TWO INSTITUTIONS BOTH LOCATED IN A SOUTHEASTERN STATE, WERE EXAMINED USING PATH ANALYSIS. SIX INDEPENDENT VARIABLES REPRESENTED THE SOCIAL, STRUCTURAL, AND CULTURAL SOURCES OF PRISONIZATION AND STRUCTURALLY GENERATED ALIENATION. DEPENDENT VARIABLES WERE STRUCTURALLY GENERATED ALIENATION, PRISONIZATION, AND REBELLION. RESULTS SHOWED THAT THE PROPOSED MODEL ACCOUNTED FOR CONSIDERABLE AMOUNTS OF VARIANCE IN STRUCTURALLY INDUCED ALIENATION, INMATE CODE ADOPTION, AND THE INSTITUTIONAL OPPOSITION VARIABLE. THE STUDY IMPLIED THAT THE ATTAINMENT OF ATTITUDINAL CHANGES IN INMATES THROUGH INDIVIDUAL OR GROUP PROGRAMS MAY NOT BE A REALIZABLE GOAL FOR TOTAL INSTITUTIONS. STUDY FINDINGS ALSO INDICATE THAT WHILE IMPORTATION FACTORS WERE MORE IMPORTANT THAN DEPRIVATION FACTORS IN EXPLAINING ALIENATION AND PRISONIZATION, DEPRIVATION FACTORS WERE MORE IMPORTANT PREDICTORS OF INSTITUTIONAL REBELLION. THUS, BOTH IMPORTATION AND DEPRIVATION FACTORS CONTRIBUTE TO THE UNDERSTANDING OF PRISONIZATION AND REBELLION. CONCLUSIONS WERE APPLICABLE REGARDLESS OF INMATE POPULATIONS' SEXUAL MAKEUP. A FIGURE, TABLES, FOOTNOTES AND AN APPENDIX SHOWING THE SURVEY INSTRUMENT ARE INCLUDED. (CFW)