The Internet provides an easily accessible way to meet certain needs. Over-reliance on it leads to problematic use, which studies show can be predicted by psychological distress. Self-determination theory proposes that we all have the basic need for autonomy, competency, and relatedness. This has been shown to explain the motivations behind problematic Internet use. This study hypothesizes that individuals who are psychologically disturbed because their basic needs are not being met are more vulnerable to becoming reliant on the Internet when they seek such needs satisfaction from online activities, and tests a model in which basic needs predict problematic Internet use, fully mediated by psychological distress. Problematic Internet use, psychological distress, and basic needs satisfaction were psychometrically measured in a sample of 229 Hong Kong University students and structural equation modeling was used to test the hypothesized model. All indices showed the model has a good fit. Further, statistical testing supported a mediation effect for psychological distress between needs satisfaction and problematic Internet use. The results extend our understanding of the development and prevention of problematic Internet use based on the framework of self-determination theory. Psychological distress could be used as an early predictor, while preventing and treating problematic Internet use should emphasize the fulfillment of unmet needs.