The brain is not a passive sensory-motor analyzer driven by environmental stimuli, but actively maintains ongoing representations that may be involved in the coding of expected sensory stimuli, prospective motor responses, and prior experience. Spontaneous cortical activity has been proposed to play an important part in maintaining these ongoing, internal representations, although its functional role is not well understood. One spontaneous signal being intensely investigated in the human brain is the interregional temporal correlation of the blood-oxygen level-dependent (BOLD) signal recorded at rest by functional MRI (functional connectivity-by-MRI, fcMRI, or BOLD connectivity). This signal is intrinsic and coherent within a number of distributed networks whose topography closely resembles that of functional networks recruited during tasks. While it is apparent that fcMRI networks reflect anatomical connectivity, it is less clear whether they have any dynamic functional importance. Here, we demonstrate that visual perceptual learning, an example of adult neural plasticity, modifies the resting covariance structure of spontaneous activity between networks engaged by the task. Specifically, after intense training on a shape-identification task constrained to one visual quadrant, resting BOLD functional connectivity and directed mutual interaction between trained visual cortex and frontalparietal areas involved in the control of spatial attention were significantly modified. Critically, these changes correlated with the degree of perceptual learning. We conclude that functional connectivity serves a dynamic role in brain function, supporting the consolidation of previous experience.fMRI ͉ functional connectivity ͉ perceptual learning ͉ resting state S pontaneous neural activity utilizes the majority of the brain's energy budget, but its function remains mysterious (1-8). At the level of single neurons, embedded in the local circuitry of a cortical area, spontaneous activity has been shown to emulate the pattern of activity evoked by the neuron's optimal stimulus, suggesting that at least at this level of description, spontaneous activity is likely to reflect the history of coactivation within local networks (9). At the level of distributed cortical systems, spontaneous activity measured by blood-oxygen level-dependent (BOLD) functional MRI (fMRI) exhibits covariance structures (or functional connectivity) at ultraslow frequencies (Ͻ0.1 Hz) that are stable across a wide range of behavioral states (anesthesia, task performance, resting wakefulness, and sleep) (10, 11). The topography of BOLD functional connectivity is compatible with both the underlying structural connectivity of the cortex and the functional anatomy of systems engaged by a broad range of tasks (12-16).Studies have suggested that BOLD functional connectivity is largely a physiological marker of anatomical connections or a correlate of intrinsic vascular dynamics without functional or behavioral significance (17). This hypothesis is consistent with t...