Language is a collaborative act: To communicate successfully, speakers must generate utterances that are not only semantically valid but also sensitive to the knowledge state of the listener. Such sensitivity could reflect the use of an "embedded listener model," where speakers choose utterances on the basis of an internal model of the listener's conceptual and linguistic knowledge. In this study, we ask whether parents' spatial descriptions incorporate an embedded listener model that reflects their children's understanding of spatial relations and spatial terms. Adults described the positions of targets in spatial arrays to their children or to the adult experimenter. Arrays were designed so that targets could not be identified unless spatial relationships within the array were encoded and described. Parents of 3-4-year-old children encoded relationships in ways that were well-matched to their children's level of spatial language. These encodings differed from those of the same relationships in speech to the adult experimenter (Experiment 1). In contrast, parents of individuals with severe spatial impairments (Williams syndrome) did not show clear evidence of sensitivity to their children's level of spatial language (Experiment 2). The results provide evidence for an embedded listener model in the domain of spatial language and indicate conditions under which the ability to model listener knowledge may be more challenging.