The paradox of rule-following that Saul Kripke finds in Wittgenstein’s Philosophical Investigations purports to show that words and thoughts have no content—that there is no intentionality. This paper refutes the paradox with a dilemma. Intentional states are posited in rational explanations, which use propositional attitudes to explain actions and thoughts. Depending on which of the two plausible views of rational explanation is right, either: the paradox is mistaken about the a priori requirements for content; or, a fatal flaw in content (...) ascription alleged by the paradox is not a flaw at all, but a necessary component of the proper method of propositional-attitude ascription. On either lemma, rational explanation defuses the paradox. (shrink)