We have all been in situations in which others have retained their beliefs despite evidence to the contrary. Instead of treating beliefs as opinions that can be modified, they use beliefs as facts that limit their relationships and opportunities. In this article, a short literature review and three vignettes are presented that discuss and demonstrate how to work with and, when appropriate, modify counterfactual beliefs within the transference. Issues of self-determination, the unconscious, countertransference, and some Kleinian concepts such as the third, containment, and the paranoid-schizoid and depressive positions are also explored.