The aim of this study is to explore some of the ways in which masculinity is constructed in relation to HIV/AIDS. A review of literature about masculinity describes a normative masculinity where being a man is often associated with harmful practices. The review also shows that such a normative conceptualisation of masculinity has been contested through a call for less rigid and simplistic descriptions of what it means to be a man. The literature review also shows that research that specifically addresses the intersection between masculinity and HIV/AIDS tends to provide a marginalising and negative account of men’s position in the epidemic. However, it also shows a growing awareness of the inadequacy of such an approach. The present study aims to critically explore the ways in which masculinity is constructed by a group of men living with HIV. More specifically it explores how men living with HIV experience their masculinity and whether their HIV status impacts on their views of themselves as men. The study is located in a social constructionist framework and utilises a qualitative methodological approach. Discourse analysis was used to analyse the text produced during focus group discussions with a group of black South African men who are living with HIV. From the discourse analysis, six discourses were identified as operating in the text. The first three discourses can be described as contributing to an idealised or normative construction of masculinity. This idealised masculinity is constructed by the participants as something that is valued and to which men need to conform. At the same time it is also constructed by the participants as something that men cannot always attain and that they experience as a burden in that they continually need to engage in actions that affirm their position as ‘real’ men. This tension is constructed as a sense of not being able to ‘live up to’ hegemonic notions of masculinity that participants describe as being valued by their partners, family members and others in their community. </p > This construction of masculinity was spoken of as operating in a restrictive manner, where men are limited in the kind of actions available to them, such as seeking support or acknowledging their vulnerability to HIV. Specific discursive acts were mentioned as contributing to this idealised masculinity, such as getting married, having children, being a financial provider, having multiple sexual partners and being in a position of authority in the home. In the last three discourses that were identified the manner in which HIV contributes to constructions of masculinity became a more prominent feature of the discourses. Participants constructed HIV as a life event that interferes with conforming to notions of a normative masculinity. This emerged in talk of how illness or other periods of vulnerability disrupts the notion of men being invulnerable. It also emerged in talk of how living with HIV complicates attaining traditional signifiers of masculinity, such as getting married or having children. The final discourse that emerged from the text relates to a transformed masculinity, where men living with HIV reconstruct their masculinity in the face of the challenges that HIV poses. Living with HIV is constructed as requiring of men to re-evaluate and change their masculinity as conforming to normative constructions of masculinity is perceived as restrictive and harmful. Such an idealised masculinity prevents men from accessing the support they need in managing their health and men therefore look towards change. The study contributes to the growing body of research that explores masculinity as fluid and constructed in relation to various influences, rather than viewing masculinity as a fixed identity. It presents an account of how men living with HIV challenge and resist dominant constructions of masculinity, thereby indicating that there are possibilities for change. This has implications for interventions that aim to increase the potential positions men can assume in promoting responsible sexual practice as well as deconstructing notions of masculinity that limit the courses of action available to men living with HIV when seeking support.