PIP: Although the AIDS pandemic has catastrophic implications for all levels of South African society, it can be viewed as an opportunity to face the inevitability of human mortality with dignity rather than fear and denial and to rebuild shattered communities. This article discusses issues pertaining to counseling HIV-infected persons, the counselors themselves, and families and social groups affected by AIDS-related deaths. Counseling of HIV/AIDS patients is supportive in nature, with a focus on here-and-now issues such as unfinished business, reconciliation with family members, finding meaning in daily activities, and preserving a sense of personal control. This process can be obstructed, however, by distrust of authority figures, anger at experts who fail to cure the disease, and an internalized sense of shame and inferiority. The effectiveness of AIDS counselors depends on their ability to recognize and resolve personal conflicts triggered by HIV-positive clients, including feelings about death, helplessness, overidentification, and discomfort with sexual issues. Most South Africans will face bereavement and have to go through a mourning process for friends and relatives. Complicated and delayed grief reactions triggered by new and continuous losses can be expected. Involvement of community members in the grieving process, whether as helpers, volunteers, professionals, or recipients of service, offers South African society an opportunity for development of a new culture of compassion.