The bHLH transcription factors SHARP1 and SHARP2 are partially redundant modulators of the circadian system. SHARP1/DEC2 has been shown to control sleep length in humans and sleep architecture is also altered in double mutant mice (S1/2 −/− ). Because of the importance of sleep for memory consolidation, we investigated the role of SHARP1 and SHARP2 in cognitive processing. S1/2 −/− mice show enhanced cortex (Cx)-dependent remote fear memory formation as well as improved reversal learning, but do not display alterations in hippocampus (Hi)-dependent recent fear memory formation. SHARP1 and SHARP2 single null mutants do not display any cognitive phenotype supporting functional redundancy of both factors. Molecular and biochemical analyses revealed elevated insulin-related growth factor 2 (IGF2) signaling and increased phosphorylation of MAPK and S6 in the Cx but not the Hi of S1/2 −/− mice. No changes were detected in single mutants. Moreover, adenoassociated virus type 2-mediated IGF2 overexpression in the anterior cingulate cortex enhanced remote fear memory formation and the analysis of forebrain-specific double null mutants of the Insulin and IGF1 receptors revealed their essential function for memory formation. Impaired fear memory formation in aged S1/2 −/− mice indicates that elevated IGF2 signaling in the long term, however, has a negative impact on cognitive processing. In summary, we conclude that the bHLH transcription factors SHARP1 and SHARP2 are involved in cognitive processing by controlling Igf2 expression and associated signaling cascades. Our analyses provide evidence that the control of sleep and memory consolidation may share common molecular mechanisms.cortex | memory consolidation | insulin-like signaling | aging | MAPK signaling T he hippocampus (Hi) and anterior cortex (ACx) have been associated with different aspects of cognitive processes controlling, for example, recent and remote long-term fear memory formation, respectively (1). Current concepts suggest that longterm fear memory consolidation involves a gradual transfer of memory traces from hippocampal networks into stable cortical modules integrated by the anterior cingulate cortex (ACC) (2). Long-term memory consolidation is considered a highly dynamic process involving different cortical areas and is thought to be shaped already during encoding, storage, but also reconsolidation processes (3, 4). The gradual transfer of memory traces from the Hi to cortical structures is thought to be dependent on different aspects of sleep (5) such as the sleep-dependent memory replay between the Hi and the cortex (6). Thus, the controls of sleep and memory consolidation appear to be interconnected processes. It is well known that many aspects of sleep-wakerelated behavior are controlled by clock genes and emerging evidence suggests an involvement of the circadian system in cognitive processes (7). Several signaling pathways have been studied in the context of hippocampal learning (8-14), among those, the circadian timing of mitogen-activated prot...