This four-year study will assess cognitive-behavioral group counseling, delivered entirely by telephone, as a means of overcoming barriers in reaching and facilitating reduction of AIDS risk in men who have sex with other men (MWM). Eligible subjects will be adult men (age 18+) who continue to engage in a clinically significant pattern of AIDS-risk sexual behavior (a minimum of three high-risk sexual activities with other men during the three months preceding the baseline interview: unprotected receptive or insertive anal intercourse, unprotected receptive oral intercourse to orgasm); express concern that they are unable to avoid unsafe sexual behavior; report either an inability or unwillingness to obtain support for risk-reduction elsewhere; and are not substantially impaired as a consequence of alcohol/drug abuse, as a consequence of having AIDS, or through being actively psychotic or suicidal. Subjects will be randomly assigned to one of two conditions: (a) group counseling (13 sessions) augmented by instructional audiotapes, or (b) a wait-list control group. Following an initial telephone call in which preliminary screening for eligibility will take place, callers will participate in an Intake Interview with a project therapist. Additional eligibility determination will take place during this session. Subjects who are eligible and wish to continue will then undergo a Baseline Data Collection Interview by a Staff Assessor following which they will be randomly assigned to immediate or delayed treatment. In addition to brief ongoing assessments during each of the 12 weeks in which treatment is taking place, data will be collected at baseline, at the completion of treatment, for four weeks beyond the final session, and at the one, three, and six month anniversaries of treatment completion. In order to maximize the barrier reduction potential of counseling by telephone, subjects will be permitted to select either confidential or anonymous enrollment. Monetary incentives for completion of posttreatment questionnaires will be available for all participants.