We explain metacognition as a management of cognitive resources that does not necessitate algorithmic strategies or metarepresentation. When pragmatic, world-directed actions cannot reduce the distance to the goal, agents engage in epistemic action directed at cognition. Such actions often are physical and involve other people, and so are open to observation. Taking a dynamic systems approach to development, we suggest that implicit and perceptual metacognition emerges from dyadic reciprocal interaction. Early intersubjectivity allows infants to internalize and construct rudimentary strategies for monitoring and control of their own and others' cognitions by emotion and attention. The functions of initiating, maintaining, and achieving turns make proto-conversation a productive platform for developing metacognition. It enables caregiver and infant to create shared routines for epistemic actions that permit training of metacognitive skills. The adult is of double epistemic use to the infant—as a teacher that comments on and corrects the infant's efforts, and as the infant's cognitive resource in its own right. Copyright © 2012 John Wiley & Sons, Ltd.