Prospective studies of psychiatric morbidity in HIV-seropositive women without AIDS have not been previously reported. As part of a 5-year longitudinal study, psychiatric diagnoses are described in 20 employed, educated women who are not intravenous drug abusers. This population is markedly different from the urban, minority, intravenous drug dependent groups previously studied and may be more representative of women who acquire the virus through heterosexual contact. Heterosexual transmission was the rule; 20% had HIV-seropositive spouses. All women were largely asymptomatic and in the early stages of infection. Mean length of knowledge of seropositivity was 14.4 months. Fifty percent were found to have an Axis I diagnosis (35% if minor diagnoses are excluded). None developed major depression or became dependent on drugs; 5% abused alcohol. Fifteen percent exhibited subtle signs of cognitive decline. Suicidal behavior and psychiatric hospitalization were absent. Sexual functioning was disrupted in a majority, with 20% meeting criteria for new onset hypoactive sexual desire disorder. Consistently "safe sex" practices were adhered to in 40%; in spite of intensive and repeated HIV education, 60% engaged in unprotected intercourse after knowledge of seropositivity. Progression of HIV infection was found to be three times faster than in a comparable male sample.