Although a number of studies have highlighted the importance of offline processes for memory, how these mechanisms influence future learning remains unknown. Participants with established memories for a set of initial face-object associations were scanned during passive rest and during encoding of new related and unrelated pairs of objects. Spontaneous reactivation of established memories and enhanced hippocampal-neocortical functional connectivity during rest was related to better subsequent learning, specifically of related content. Moreover, the degree of functional coupling during rest was predictive of neural engagement during the new learning experience itself. These results suggest that through rest-phase reactivation and hippocampal-neocortical interactions, existing memories may come to facilitate encoding during subsequent related episodes.N umerous empirical studies (1-4) and theoretical accounts (5, 6) highlight the importance of offline processes-such as reinstatement of recent experience and enhanced interregional communication-for episodic memory. It has been proposed that through hippocampal (HPC)-neocortical interactions (6, 7), memories are reactivated during periods of sleep and awake rest. Such reactivation (or "replay") is thought to support the strengthening and transfer of memory traces from the HPC to neocortical regions for long-term storage, a process termed "consolidation." The functional significance of reactivation of recent experience for memory has been demonstrated during awake rest using neurophysiological techniques in rodents (2) and, more recently, in humans using pattern information analysis of functional magnetic resonance imaging (fMRI) data (1, 3). For instance, more delay period reactivation has been observed for stimuli that were remembered, relative to those that were forgotten in a subsequent test (3). Moreover, studies have shown that the degree of HPCneocortical functional coupling during rest periods following learning relates to later memory for the learned content (4).This existing body of work demonstrates that rest-phase neural signatures relate to memory for prior experiences. However, one important quality of memory is that it is inherently prospective (8); that is, memories are formed for maximal utility in future situations. Whereas research shows that rest-phase reactivation impacts memory for the reactivated content itself (1, 3), how this mechanism might be prospectively advantageous remains unknown. In the present study, we turn our attention to this question: How does spontaneous reactivation of established memories and enhanced HPC-neocortical connectivity during rest affect learning during subsequent related episodes?