Motivational Interviewing (MI) has recently been applied to the treatment of anxiety disorders in an effort to bolster engagement with and response rates to cognitive behavioral therapy (CBT). In a recent randomized control trial, the addition of MI as a pretreatment compared to no pretreatment was found to significantly improve response to CBT for generalized anxiety disorder (GAD). Worry severity at baseline was also found to moderate these effects, with the addition of MI being particularly beneficial in improving CBT response for those of high worry severity. Using a grounded theory analysis, the present study compared clients' posttherapy accounts of their experiences of CBT between high-severity clients who did and did not receive MI prior to CBT. Groups were matched for CBT therapist. Findings indicated that those who received MI prior to CBT described the CBT therapist as an evocative guide and described themselves as playing an active role in therapy. Those who received CBT alone, with no pre-treatment, described the same therapists as directive and described themselves as playing a more passive role in therapy. Findings using this qualitative, inductive research method centered on client accounts of therapy, converge with quantitative indices of the larger clinical trial, and support the assumption that MI pretreatment results in increased active engagement in subsequent therapy. (Contains 4 tables.)