In this grounded theory study we used semistructured interviews to explore how 16 low-income uninsured Midwestern United States women who were overweight or obese felt about their condition. Using grounded theory, we identified a central problem-overwhelming conditions exemplified by numerous stressors in the lives of the participants. Despite these overwhelming conditions, the participants identified numerous restorative health behaviors in five dimensions: health, economics, environment, knowledge, and commitment. Health care providers should be cognizant of their patients' complex lives and support them in identifying, adopting, and maintaining health-restoring behaviors that work for them.