Little research has examined the content of parent-adolescent communication about substance use and variables that may influence it. Using a grounded theory approach for secondary data analysis, qualitative data were drawn from a longitudinal study of coping and substance use in a sample of urban African American adolescents (N=132; M= 13.77 years) and their mothers in Richmond, VA. Transcripts of interviews with participants’ mothers regarding their conversations with their adolescent about alcohol, tobacco or other drugs were microanalyzed by two coders in three sets according to the youth participant’s maternal and familial history of substance abuse. Findings revealed considerable similarity in themes across groups, particularly in providing information, warning about the harms of use, and offering strategies to resist use. Differences in messages were most obvious in the expectations and attitudes conveyed. Future research should further address variables that influence message content and make links from these messages to later youth substance use or abstinence.