This study examined the extent to which women accessing antenatal-care services in Botswana were offered HIV-related information and counselling and an opportunity to take an HIV test as part of the Prevention of Mother-to-Child Transmission of infection, and how these women responded. Data for this study were drawn from the Botswana AIDS Impact Survey 2001, a nationally-representative sample survey. The survey successfully interviewed over 4,494 of 4,728 eligible women on various issues relating to HIV/AIDS at both household and individual levels. Frequencies, cross tabulations, and logistic regression were used for data analysis. Over half (57.9%) of the women were offered HIV/ AIDSrelated information, counselling, or testing. Age, education, and residence were important predictors of being offered HIV counselling or testing. Younger and more-educated women and those residing in towns were more likely to be offered both HIV counselling and testing than older, less-educated, and rural women. Seventy-nine percent of the women who were offered HIV testing agreed to undergo the test regardless of their background characteristics. The number of pregnant women who underwent HIV testing during antenatal-care accounted for only a fifth (21%) of all antenatal-care attendees in 2001. Lack of capacity to deliver voluntary counselling and testing services to all pregnant women attending antenatal care is one of the biggest challenges to increased use of voluntary counselling and testing services.