The psychological development of non-borderline adult patients raised presumably by mothers with borderline characteristics is examined. Despite childhoods that were subjected to a preponderance of pathological interactions with a primary caretaker, the adults described exhibit common patterns of adaptation that have enabled them to achieve higher levels of integration and differentiation than their mothers. Characteristics of adaptation include self-understanding, sublimation, the ability to form positive relationships with other caretakers, and the constructive use of fantasy. In treatment, these patients present a number of issues such as fluctuating self-esteem, anxious attachment, a ‘borderline transference’, and a conflicted identification with the mother.