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This essay and its companion essays1 are conceptualized as a sketch of some of the issues involved in a psychoanalyst's thinking about knowledge in relationship to two things: the workings of mind and brain, and the clinical situation of psychoanalysis. In particular, I start with a discussion of the problems inherent in conceptualizing mind/brain activity in terms of internal “representations.” In its place I propose a more complex understanding of interrelated mind/brain processes that involve learning. Such learning is the result of brain plasticity and depends upon neural systems that change in relation to experience. Any psychoanalytic theory of learning or personality must be consonant with what is known about learning, memory, and knowledge formation from neuroscience (Cloninger, 1991; also see companion essay, Part 2 of this essay). Of course, it will simultaneously take into account such psychological variables as the fate of the psychoanalytic transference. In what follows I consider specific recommendations that one can expect to facilitate learning in general by creating or properly exploiting learning readiness. The argument is made that these general strategies are usefully