This research explores the effects of necessity in the entrepreneurial intention model of Krueger and others, with particular attention to the role of need-driven displacement in the work of Shapero. The intention model in the literature suggests that feasibility and desirability predict intention directly, and mediate most if not all other factors. Shapero’s view is that after intention is formed, a displacement event is needed to precipitate individuals into action. Despite the fact that as much as a third of all entrepreneurship is driven by necessity (Global Entrepreneurship Monitor), there has been little interest in the role of necessity-driven intention. Alternative models are presented that integrate necessity into the process of intention development, characterizing alternative ways necessity might work with self-efficacy and desirability to predict entrepreneurial intention.