A phenomenological model was developed to describe responses of high-spontaneous-rate auditory-nerve (AN) fibers, including several nonlinear response properties. Level-dependent gain (compression), bandwidth, and phase properties were implemented with a control path that varied the gain and bandwidth of tuning in the signal-path filter. By making the bandwidth of the control path broad with respect to the signal path, the wide frequency range of two-tone suppression was included. By making the control-path filter level dependent and tuned to a frequency slightly higher than the signal-path filter, other properties of two-tone suppression were also included. These properties included the asymmetrical growth of suppression above and below the characteristic frequency and the frequency offset of the suppression tuning curve with respect to the excitatory tuning curve. The implementation of this model represents a relatively simple phenomenological description of a single mechanism that underlies several important nonlinear response properties of AN fibers. The model provides a tool for studying the roles of these nonlinearities in the encoding of simple and complex sounds in the responses of populations of AN fibers.