I will argue that there can be all manner of intentionality -thoughts about cats, colors, sounds, and even thoughts about other intentional states: thoughts about thoughts, beliefs, desires- without any of those thoughts, or the thoughts they are about, being the least bit conscious. And so I will be arguing against the "sweeping" claims of philosophers such as Searle, Galen Strawson and Campbell, that posit a crucial link between consciousness and most any form of intentional ascription; but also against the more moderate claims of Rosenthal, Lycan and Carruthers, who see in certain "higher-order" states (thoughts about thoughts) precisely the conditions of the consciousness of the target mental states. My main argument will be that the explanatory bases for intentional ascription are patently independent of ascription of consciousness. I'll conclude by arguing against a still more modest view, according to which one can't have certain sorts of intentional states about qualitative states (pains, tickles, visual experiences) without those states being conscious. Here the issues are more delicate, but I will still urge that, whatever the consciousness of a conscious state is, it's not merely the result of being the object of an intentional state.