Present neural models of classical conditioning all suffer from the same shortcoming: local representation of information (therefore, very precise neural prewiring is necessary). As an alternative we develop two neural models of classical conditioning which rely on distributed representations of information. Both models are of the Hopfield type. In the first model the existence of transmission delays is used to store temporal relations. The second model is based on interactions between spatially separated neural fields. Using tools from statistical mechanics we show that behavioural constraints can be met only if the Hebb rule is extended with inter- or intrasynaptic competition. 2 3 1. Introduction Connectionism has redirected the attention of cognitive scientists to learning and to the neural substrate in which cognitive processes are implemented. Conditioning has become an important field in which ideas from neural networks, behavioural science and neurophysiology are combined. ...