Although the trend of maternal and infant mortality rates in Thailand is decreasing the coverage for antenatal care is on the rise, thus making certain improvements especially in the Northeastern region absolutely necessary. This thesis uses a qualitative approach to examine factors affecting antenatal care practices of pregnant women in areas with high infant and maternal mortality rates and poor antenatal care utilization in Pakkhad district, Nongkhai province in the Northeast of Thailand. The data was collected by conducting in-depth interviews of pregnant women in the study area. The sample comprised of twenty-five pregnant women chosen according to distance from hospital and number of visits paid to antenatal care clinic. The finding of this study indicated that antenatal care utilization is affected by socio-cultural factors such as knowledge and perception of risk regarding pregnancy, perceived as being at risk or not, severity, knowledge of reproductive health of antenatal care and delivery. Cultural beliefs including fear of injection, positions of labor, refusal of episiotomy, burial of placenta, superstition and exposing the body. Alternative health care systems were obstetrician, obstetric or midwifery, traditional birth attendant, quack, witch doctor, other types hospital and health volunteer. Perceived quality of care, i.e., interpersonal relationship, information available, expenditure, competency, time consuming and distance, location and environment, drug and medical equipment. Social factors were family, relatives, neighbor support, migration, separated couples and unwanted children. The thesis also makes recommendations concerning policy for improving utilization of antenatal care and for further research to provide additional information concerning the problem. One important suggestion presented is that antenatal care utilization could be improved without additional new or costly technologies, but with more culture-sensitive approach in health care deliveries and allocation of resources essential for solving the problem.