Conscious mental states are states we are in some way aware of. I compare higher-order theories of consciousness, which explain consciousness by appeal to such higher-order awareness (HOA), and first-order theories, which do not, and I argue that higher-order theories have substantial explanatory advantages. The higher-order nature of our awareness of our conscious states suggests an analogy with the metacognition that figures in the regulation of psychological processes and behaviour. I argue that, although both consciousness and metacognition involve higher-order psychological states, they have little more in common. One thing they do share is the possibility of misrepresentation; just as metacognitive processing can misrepresent one’s cognitive states and abilities, so the HOA in virtue of which one’s mental states are conscious can, and sometimes does, misdescribe those states. A striking difference between the two, however, has to do with utility for psychological processing. Metacognition has considerable benefit for psychological processing; in contrast, it is unlikely that there is much, if any, utility to mental states’ being conscious over and above the utility those states have when they are not conscious.