Brentano's theory of consciousness has garnered a surprising amount of attention in recent philosophy of . Here I argue for a novel interpretation of Brentano's theory that casts it as more original than previously appreciated and yet quite plausible upon inspection. According to Brentano's theory, as interpreted here, a conscious experience of a tree is a mental state that can be simultaneously thought of, or framed, equally accurately as (i) an awareness of a tree or (ii) an awareness of an awareness of a tree.(C*) (Intransitively) conscious states are states we are (transitively) conscious of.Given relatively straightforward links between the intransitive/transitive and active/passive distinctions, C3 and C* amount to the same.The transitivity principle is the starting point of many modern theories of consciousness, including so-called higher-order perception theories (Armstrong 1968, Lycan 1990), higher-order thought theories (Rosenthal 1990, 2005, Carruthers 2000, and self-representational theories (Kriegel 2003a, 2009, Van Gulick 2006. 4 All three accept the transitivity principle, but play it out in different ways (see Figure 1 overleaf).On the higher-order perception model, when S consciously perceives a tree, S is in two mental states simultaneously: M, which represents the tree, and M*, which represents M in a perception-like manner, as through shining a flashlight on M. On the higher-order thought model, S is in two states as well: M, which represents the tree, and M*, which represents M in a thought-like manner, as though mentally describing M. On the selfrepresentational model, S is in one state only, M, which performs double duty as 3 Speaking of a state of consciousness should not be taken to imply that consciousness is a thing whose state is being mentioned. Just as we speak of states of mind without implying that the mind is a thing in the sense that a chair is, so we can speak of consciousness without that implication. 4 It is also rejected, however, by several modern theories of consciousness, notably representationalism (see Dretske 1993).