This dissertation is a discourse analytic study of how women talk about reading women’s magazines, and is based on interviews with forty women. I examine the ways in which my informants construct the nature of the magazines and their target readers, and how they position themselves in relation to the perceived target reader. In doing so I explore how, and to what extent, women’s negotiation of their own identities is mediated by popular images and discourse of femininity. Firstly, I examine the way many women ‘talk themselves out’ of the target readership of the magazines they read. To do so they construct differences between themselves and the perceived target reader on the basis of social factors such as class, age and sexuality. When positioning themselves in relation to the magazines, my informants tend to draw on discourses of individuality, accounting for the differences between themselves and the target reader as a matter of individual experience, interests and preferences. When defining the target reader, on the other hand, they are more likely to invoke generalisations and stereotypes. One of the main features of my informants’ talk on the subject of taking advice from women’s magazines was the construction of a distinction between ‘practical’ and ‘personal’ advice; they would consider taking advice they considered ‘practical’, but not advice on ‘personal’ matters from a magazine. Finally, I use a membership categorisation analysis (MCA) to explore how my informants orient to notions that certain activities and interests are tied to gender categories. Women’s magazines construct certain activities and interests, such as fashion and (heterosexual) relationships, as being normatively associated with women. Using MCA I explore the way in which women reproduce or reconstruct these associations when negotiating identities both for themselves and for the target reader.