Aspects of Levinson's 1978 theory of adult development were used to examine women's progress across the mid-life transition. The subjects were 126 married, Caucasian mothers, ages 37 to 47 years. Contrary to prediction, age-related differences in marital distress were not found. For the sample as a whole, marital distress was related to a family history of distress, difficulty in parent-child relations, and inequitable task-sharing with spouses. Some of the difficulties for women in combining family and career within the context of current social and family structures are discussed.