HIV positive mothers, who choose not to breastfeed their babies in a predominantly breastfeeding community would face a number of barriers. This study looked at the experiences of HIV positive mothers who chose the no breastfeeding option. Consecutive HIV positive mothers who opted not to breastfeed their infants after infant feeding counselling and whose infants were attending the HIV programme at the University of Benin Teaching Hospital, Benin City, Nigeria were recruited for the study. Disclosure of HIV serostatus and adherence to no breastfeeding options were evaluated using an interviewer administered structured questionnaire. Of the 62 mothers recruited for the study, 57 (91.94 %) had disclosed their serostatus to at least their partners. Most partners 42 (93.33%) were supportive while three mothers were divorced following disclosure. Thirteen (20.97%) mothers could not comply with no breastfeeding. Non disclosure of serostatus, pressure from extended family and token breastfeeding mitigate against adhering to no breastfeeding by HIV positive mothers.