This paper provides an update semantics for counterfactual conditionals. It does so by giving a dynamic twist to the ‘Premise Semantics’ for counterfactuals developed in Veltman (1976) and Kratzer (1981). It also offers an alternative solution to the problems with naive Premise Semantics discussed by Angelika Kratzer in ‘Lumps of Thought’ (Kratzer, 1989). Such an alternative is called for given the triviality results presented in Kanazawa et al. (2005, this issue).