For imprisoned mothers, one of the greatest punishments incarceration carries with it is separation from their children. As one mother put it, "I can do time alone OK. But its not knowing what's happening to my son that hurts most". As this quote suggests, when parents are incarcerated, "what's happening" to their children is a great concern. It is a concern for us as well. Our goal in this paper is to examine the impact of parental incarceration on children's well-being and development, to determine just what is happening to these children.