The research aims to analyze the influence of availability of time, atmospheric factors, presence of others, perceived crowding on impulse buying behavior with emotional states and Mehrabian and Russell model as intervening variable. The independent variable in this study is the time availability, atmospheric factors, presence of others, and perceived crowding with emotional states and mehrabian and russell model as intervening variable, and impulse buying behavior as a dependent variable. The object in this study is Matahari Departement Store in Yogyakarta. In this study, sample of 166 respondent were selected using purposive sampling and using field survey as a technique data collection. The data analysis technique in this research was conducted using multiple linear regression with SPSS 17 software. Analysis of quality testing instrument data in this study using normality test, validity, and reliability testing. The hypothesis used T-Test, F-Test, and Determinant Coefficient Test. The results of the research showed that the atmospheric factors influences positive significant affect the emotional states and influences negative significant affect the emotional states, and emotional states influence on impulsive buying behavior. The results of another study showed that the time availability and the presence of others does not significant affect the emotional state.