The present investigation was designed to evaluate whether mothers' emotion experience, autonomic reactivity, and negatively biased appraisals of their toddlers' behavior and toddlers' rates of misbehavior predicted overreactive discipline in a mediated fashion. Ninety-three community mother-toddler dyads were observed in a laboratory interaction, after which mothers' emotion experience and appraisals of their toddler's behavior were measured via a video-recall procedure. Autonomic physiology and overreactive discipline were measured during the interactions. Mothers' negatively biased appraisals mediated the relation between emotion experience and overreactive discipline. Heart rate reactivity predicted discipline independent of this mediation. Toddler misbehavior appeared to be an entry point into the above process. Interventions that more actively target physiological and experiential components of mothers' emotion may further reduce their overreactive discipline.