Mothers play an important role in promoting the sexual health of their adolescent children. Fifty-seven HIV-positive mothers with adolescent children participated in an in-depth, qualitative interview regarding whether they have talked to their children about safer sex and STD prevention, including at what age they began such discussions, and what messages they gave to their children. The majority of mothers (95%) had talked with their child about safer sex; some began such discussions when the children were as young as 6 years old, but most began when the children were around 12 years old. Mothers' messages fell into the following areas: (1) protecting oneself from STDs; (2) giving factual information regarding STDs, including HIV; (3) avoiding pregnancy; (4) empowering and respecting oneself; and (5) communicating with sexual partners. The mothers' own HIV status impacted the discussions with their children. Content of mothers' messages, child reactions, and child outcomes are discussed.