Abstract Central to issues surrounding the origin of euprimates, affinities of Paleocene Carpolestidae have been controversial. Carpolestids have been classified as plesiadapoid primates, tarsiiform euprimates, dermopterans, or the sister taxon of euprimates to the exclusion of other plesiadapiforms, based exclusively on dental or postcranial data. Newly discovered crania of Carpolestes simpsoni from the latest Paleocene of the Clarks Fork Basin, Wyoming, are the first described for the family Carpolestidae. The two best preserved skulls were studied using ultra high-resolution X-ray computed tomography. Comparison of these specimens to those of other stem primates (Plesiadapiformes) demonstrates that the diversity of cranial morphology in this group is greater than previously thought. Carpolestes differs from euprimates and is similar to other plesiadapiforms ( Ignacius and Plesiadapis) in lacking a postorbital bar and having a relatively long rostrum. Carpolestes is similar to fossil euprimates and Plesiadapis in having a bullar morphology consistent with a petrosal origin, and differs from Ignacius, in which the bulla is composed of the entotympanic. Carpolestes differs from primitive euprimates and all other known plesiadapiforms in possessing a two-chambered auditory bulla, similar to that of modern Tarsius. However, Carpolestes had an internal carotid artery (ICA) that took a transpromontorial route from a posteromedially positioned posterior carotid foramen (pcf), unlike Tarsius, in which this artery takes a perbullar route from an anterolaterally positioned pcf. Carpolestes has clear grooves on the promontorium for both the promontorial and stapedial arteries, indicating that it had an unreduced internal carotid circulation, similar to that of early euprimates. Carpolestes differs from primitive euprimates and some specimens of Ignacius in not having bony tubes surrounding the branches of the ICA. Cladistic analysis of cranial data fails to support a close relationship of Carpolestidae to either tarsiiform euprimates or extant Dermoptera, but suggests a close relationship between Carpolestidae, Plesiadapidae, and Euprimates.