Intra-septal infusions of the ␥-aminobutyric acid (GABA) agonist muscimol impair learning and memory in a variety of tasks. This experiment determined whether hippocampal or entorhinal infusions of the acetylcholinesterase inhibitor physostigmine would reverse such impairing effects on spontaneous alternation performance, a measure of spatial working memory. Male Sprague-Dawley rats were given intra-septal infusions of vehicle or muscimol (1 nmole/0.5 µL) combined with unilateral intra-hippocampal or intraentorhinal infusions of vehicle or physostigmine (10 µg/µL for the hippocampus; 7.5 µg/µL or 1.875 µg/0.25 µL for the entorhinal cortex). Fifteen minutes later, spontaneous alternation performance was assessed. The results indicated that intra-septal infusions of muscimol significantly decreased percentage-of-alternation scores, whereas intra-hippocampal or intra-entorhinal infusions of physostigmine had no effect. More importantly, intra-hippocampal or intra-entorhinal infusions of physostigmine, at doses that did not influence performance when administered alone, completely reversed the impairing effects of the muscimol infusions. These findings indicate that increasing cholinergic levels in the hippocampus or entorhinal cortex is sufficient to reverse the impairing effects of septal GABA receptor activation and support the hypothesis that the impairing effects of septal GABAergic activity involve cholinergic processes in the hippocampus and the entorhinal cortex.Extensive evidence has implicated the medial septum in learning and memory. Lesions of the medial septum impair acquisition and retention performance in a variety of behavioral paradigms (Mitchell et al. 1982;Bolhuis et al. 1988;Fibiger et al. 1991;M'Harzi and Jarrard 1992). Furthermore, memory can be enhanced or impaired by intra-septal infusions of drugs that act at a variety of neurotransmitter systems (Brioni et al. 1990;Givens and Olton 1990;Markowska et al. 1990). For example, intra-septal infusions of ␥-aminobutyric acid (GABA)ergic agonists impair memory during numerous tasks, including radial arm maze performance, inhibitory avoidance, water maze performance, spontaneous alternation, rewarded alternation, and visual discrimination (Brioni et