Forming associations between different stimuli is a fundamental building block for learning and memory. The hippocampus and prefrontal cortex are two brain regions that are believed to play a critical role in forming memories of associations. However, the neural mechanisms underlying the ability of these brain structures to form associations are poorly understood. This project will employ multi-electrode recordings to monitor neural activity in the hippocampus and prefrontal cortex during the learning of simple associations. These experiments will characterize the firing of neurons throughout the course of learning in order to determine how these brain circuits contribute to the formation of memories. This research requires an interdisciplinary approach employing techniques from neuroscience, engineering, and mathematics, providing a rich training experience for the next generation of students and researchers. Educational efforts will also involve the development of strong ties to local K-12 schools, active participation in programs providing research opportunities to underrepresented minorities, and talks and events aimed at exposing the public to memory research. This project also involves the development of computational infrastructure that may help advance the scale and efficacy of large-scale brain recordings.