“Counterfactual” readings of might/could have were previously analyzed using metaphysical modal bases. This paper presents examples and scenarios where the assumptions of such a branching-time semantics are not met, because there are facts at the base world that preclude the complement of the modal becoming true. Additional arguments show that counterfactual readings are context dependent. These data motivate a semantics using a circumstantial (or factual) modal base, which refers to context-dependent facts about a world and time. The analysis is formulated (...) in a version of premise semantics for modality. (shrink)