This paper considers the impact of desexualization of the maternal on the development of female sexuality. A “chance encounter” revealing a desire in the female analyst, previously unsuspected, disrupts a female patient's prior sense of homoerotic immersion with the analyst. I argue that a girl's would-be oedipal competition is encased within a patriarchal structuring of sexuality where the mother is rendered solely reproductive and preoedipal, not erotically sexual. I examine the meanings for a patient of internalizing a female figure, her analyst, who is viewed as both maternal and sexual. I suggest that a female sense of genital inadequacy and inferiority may have a component of not being able to link the mother's (and in the transference, the analyst's) use of her genitals with her use of her mind/maternal function. I unfold a thesis regarding maternal desexualization that I believe, given mother—infant symbiosis, has rather extensive applicability, and that can lead to viewing any third party as a “dark” interloper.