Internal state language is a unique indicator of children's social understanding. In the current study, the role of context and type of internal state language was investigated. Mother-child internal state discourse in 32 middle-class Canadian families (child M age = 46.4 months) was examined across four contexts: (1) a reflective picture task, and (2) home interactions characterized by (a) neutral, (b) positive, and (c) negative exchanges. Type of mother and child internal state discourse (cognitions, goals, preferences, emotions) varied across and within the different contexts. The strength of the associations between different types of maternal and child talk also varied across and within contexts, which may illuminate the degree of responsiveness in mother-child discourse. Implications for developing greater family sensitivity to internal states, as well as links with current theory and research, are discussed. (Contains 2 tables.)