Objective: Much of the extant literature on women with serious mental illness (SMI) has focused on the risks associated with motherhood, including violence, custody loss, poverty, and homelessness. The present study was conducted to characterize women’s broader experiences surrounding the parenting role. Method: Twenty women with SMI, both those with and without children, were interviewed. Qualitative data were analyzed using grounded theory approach. Results: Five themes pertaining to the topic of motherhood emerged from the data: motherhood declined, motherhood derailed, motherhood disabled, motherhood reimagined, and mattering through motherhood. Conclusions and Implications for Practice: Women with SMI face a number of challenges in their relationship to the role of mother. Clinicians can support women with SMI in their decision-making process with regard to having children or not, emphasizing self-determination and evaluation of the resources that might be needed to manifest this goal. (PsycINFO Database Record (c) 2019 APA, all rights reserved)