Artificial neural networks provide a set of tools that can be applied to the task of modeling implicit and explicit memory test performance. These tools can be quite different from those provided by the traditional ideas about memory and cognitive processes that were based on early work with digital computers. Be­ cause of these differences, the creation of models based on artificial neural networks can provide a new way of thinking about tasks and can lead to different experimental questions. In this chapter we first review some of the tools provided by artificial neural networks and then show how these tools can be used to construct theories for implicit and explicit memory test performance.