The culture of midwifery in the National Health Service was examined in order to foster understanding of the context of midwifery practice. In-depth interviews were conducted with midwives in five, very different, sites across England. The culture which emerged was one of service and sacrifice where midwives lacked the rights as women which they were required to offer to their clients. There was a lack of mutual support and of positive role models of support with considerable pressure to conform. Guilt and self-blame were common as was learned helplessness and muting. The dilemmas of this culture are considered and the resistance which it offered to change in relationships. Change was either resisted, brought about by stealth or strategically planned to equip midwives to change their culture.