Kripke’s notion of groundedness plays a central role in many responses to the semantic paradoxes. Can the notion of groundedness be brought to bear on the paradoxes that arise in connection with abstraction principles? We explore a version of grounded abstraction whereby term models are built up in a ‘grounded’ manner. The results are mixed. Our method solves a problem concerning circularity and yields a ‘grounded’ model for the predicative theory based on Frege’s Basic Law V. However, the method is (...) poorly behaved unless the background second-order logic is predicative. (shrink)