If the unconditioned stimulus (US) is presented independently of the conditioned stimulus (CS) following extinction, the conditioned response may be reinstated to the CS. Three experiments are reported that suggest that reinstatement is mediated by conditioning to contextual stimuli that are present during both US presentation and testing. Shocks presented to rats following the extinction of conditioned suppression reliably reinstated suppression to the CS, but only when they were presented in the context in which testing was later to occur. Reinstatement was also reversed by extinguishing fear to the context through nonreinforced exposure to the context between shock presentation and testing. Reinstatement was obtained in these experiments in spite of procedures that have been used in the past to minimize the influence of context conditioning. Moreover, fear of the context was never detected directly by depressed bar-press rates in the absence of the CS. The results do not support the hypothesis that reinstatement results from an increment in the strength of a memory of the US that has been weakened during extinction. Problems inherent in controlling and detecting levels of context conditioning that may influence behavior toward nominal CSs are discussed.