This paper develops a contextualist account of certain recalcitrant embedding phenomena with epistemic modals. I focus on three prominent objections to contextualism from embedding: first, that contextualism mischaracterizes subjects’ states of mind; second, that contextualism fails to predict how epistemic modals are obligatorily linked to the subject in attitude ascriptions; and third, that contextualism fails to explain the persisting anomalousness of so-called “epistemic contradictions” in suppositional contexts. Contextualists have inadequately appreciated the force of these objections. Drawing on a more general (...) framework for implementing a contextualist theory, I argue that we can derive the distinctive embedding behavior of epistemic modals from a particular contextualist interpretation of a standard semantics for modals, general mechanisms of local interpretation, and typical features of discourse contexts. Examining embedding phenomena with epistemic modals raises difficult broader issues about conventionalization and pragmatic reasoning, the varieties of context-sensitive language, and the roles of context in interpretation. The paper concludes by briefly examining how the proposed contextualist account compares with certain relativist/expressivist accounts. (shrink)