Recent Positron Emission Tomography (PET) and other studies have produced detailed information about the areas of the brain involved in word association tasks, their functional roles in learning word associations, and the changes in activity in these areas during learning. We present a dynamic neurond model that replicates observed human cognitive behavior in learning word as?sociations while satisfying salient neuroanatomical and neuropsychological constraints. The model captures the observed dynamics of cortico-thalamo-basal ganglionic loops.