According to one tradition in the philosophy of language and mind, the content of a psychological attitude can be characterized by a set of possibilities. On the classic version of this account, advocated by Hintikka (1962) and Stalnaker (1984) among others, the possibilities in question are possible worlds, ways the universe might be. Lewis (1979, 1983a) proposed an alternative to this account, according to which the possibilities in question are possible individuals or centered worlds, ways an individual might be. The (...) motivation for the centered worlds theory has primarily to do with self-locating – or de se – attitudes. The focus of this paper is on the less-discussed question of how other-locating – or de re – attitudes ought to be treated within this framework. Most advocates of what we might call the modal approach to attitudes, Stalnaker and Lewis included, offer some kind of descriptivist solution to the well-known problems that other-locating attitudes raise. There are intramural differences between Stalnaker, Lewis, and other modal theorists (e.g. two-dimensionalists) on a number of issues: on the precise nature of the descriptivism involved, how attitude content relates to the asserted content of the sentences we utter, and on the proper semantic treatment of attitude reports. I pass over these differences to focus on a problem common to these various approaches: all face a problem when it comes to characterizing the contents of counterfactual attitudes like imagining, dreaming, and wishing. (shrink)