Background: We investigated the safety of a conscious sedation protocol using intravenous fentanyl and midazolam by direct venous injection in women who underwent outpatient surgical abortion up to 18 weeks of gestation. Study Design: This retrospective cohort study evaluated 1433 abortion procedures performed on women who received intravenous conscious sedation between April 1, 2001, and December 31, 2006. Women were allowed oral intake before the procedure. De-identified data were abstracted from charts using a standardized extraction form. Primary outcomes evaluated were need for reversal agents, need to obtain emergency intravenous access, pulmonary aspiration, need for oxygen supplementation and hospitalization for any reason. Results: Of the 1433 procedures, 410 women received sedation with continuous intravenous access, and 1023 women received sedation by direct venous injection. More than 95% of women received fentanyl 100 mcg combined with 1-2 mg of midazolam. We identified four (0.3%) instances of adverse events, none of which occurred as a result of oversedation. No women experienced oral content aspiration. Conclusions: Intravenous conscious sedation with fentanyl and midazolam is safe for outpatient surgical abortion in women without cardiovascular compromise up to 18 weeks of gestation. The risk of aspiration or oversedation requiring reversal agents is rare and does not warrant universal direct venous access or restriction of oral intake.