In his “Epistemology Naturalized,” Quine embraces a form of Humeanism. In this paper, I try to work out the significance of this Humeanism. In particular, I argue that it represents an anti-metaphysical position that Quine shares with Carnap. Crucial to my account is that contrary to much contemporary thinking on metaphysics, Carnap, and Quine following him, recognize both an ontological and an epistemological sense of metaphysics. As commentators have frequently acknowledged, Carnap and Quine disagree over rejecting metaphysics in the ontological sense. I will argue, though, that they agree in rejecting metaphysics in their shared epistemological sense of the term.