Motivational interviewing is a counseling style that speech-language pathologists can use to guide clients in making change that is led by client priorities and values. Making change and taking action is typically preceded by a period of ambivalence. Our study examines how ambivalence manifests in the counseling conversations between speech-language pathologists and caregivers with children with a language impairment. Counseling conversations between a speech-language pathologist and three caregivers was recorded and transcribed. Inductive methods of analysis are employed to examine how caregiver ambivalence manifests across these sessions. Themes are presented so that clinicians can develop a greater understanding of the conflicting emotions and attitudes caregivers face when taking action to support a child with language impairment.