Most recent philosophical theories of consciousness account for it in terms of representation, the bulk of the debate revolving around whether (suitably) representing something is sufficient for consciousness (as per first-order representationalism) or some further (meta-)representation is needed (as per higher-order representationalism and self-representationalism). In this paper, I explore an alternative theory of consciousness, one that aims to explain consciousness not in terms of representation but in terms of the epistemically and metaphysically direct relation of acquaintance. I call this the Inner Acquaintance Theory of consciousness (IAT). Roughly, on IAT, what makes a mental state conscious is its subject being acquainted with it....