The ability to regulate one's mood state effectively is critical to emotional and physical health. Recent investigations have sought to delineate the neural mechanisms by which individuals regulate mood states and emotions, positing a critical role of a dorsal system that includes the dorsolateral prefrontal cortex and anterior cingulate. This study extended these efforts by examining the neural correlates of retrieving positive autobiographical memories while experiencing a negative mood state in a sample of healthy female adults. We demonstrated that mood-incongruent recall is associated with activation in ventrolateral and ventromedial prefrontal cortices (including orbitofrontal cortex and subgenual cingulate). These findings suggest that mood-incongruent recall differs from other affect regulation strategies by influencing mood through a ventral regulatory network.