Two patients reacted to sudden, unexpected, adventitious sounds during an analytic session as though they had been warned that they would be punished for their misdeeds. One promptly confessed to wrongdoings which she had been denying or keeping secret. It was as though a "voice of conscience" had spoken to them to remind them of their obligations, demand compliance with the rules, and threaten them with dire punishments should they fail to obey. The sounds seemed to be experienced as a re-externalized admonishing parental voice that had been incompletely internalized in the course of superego development. Conflicts involving guilt over objectionable fantasies and acts, in part connected with primal scene experiences, appeared to be involved.