The formation of appropriate neural connections during development is critical for the proper wiring and functioning of the brain. Although considerable research suggests that the specificity of synapse formation is supported by complex intercellular signaling between potential presynaptic and postsynaptic partners, the extracellular factors and the intracellular signal transduction pathways engaged in this process remain largely unknown. Using the sensory-motor neural circuit that contributes to learning in defensive withdrawal reflexes in Aplysia californica, we investigated the molecular processes governing the interactions between sensory neurons and both target and non-target motor neurons during synapse formation in culture. We found that evolutionarilyconserved intercellular and intracellular signaling mechanisms critical for learning-related plasticity are also engaged during synaptogenesis in this in vitro model system. Our results reveal a surprising bidirectional regulation of molecular signaling between sensory neurons and non-target motor neurons. This regulation is mediated by signaling via both paracrine and autocrine diffusible factors that induce differential effects on transcription and on protein expression/activation in sensory neurons and in target and non-target motor neurons. Collectively, our data reveal novel molecular mechanisms that could underlie the repression of inappropriate synapse formation, and suggest mechanistic similarities between developmental and learning-related plasticity. The formation of specific neural connections is critical for the proper development and function of the nervous system. Specificity of synapse formation is supported by complex bidirectional intercellular and intracellular signaling between and within potential pre-and postsynaptic partners 1. The molecules mediating these intercellular exchanges, including growth factors, neuropeptides, neurotransmitters, and cell adhesion molecules, activate intracellular signaling cascades leading to functional and structural changes that promote the formation of functional synapses 1-5. The synaptic proteins supporting the morphological changes that mediate the formation, restructuring, and elimination of synapses have been extensively studied 1,5. However, the extracellular factors and the intracellular signal transduction pathways that regulate the expression of the genes encoding proteins required for appropriate synaptic connectivity remain largely unknown. Over a century ago Santiago Ramón y Cajal proposed that the processes underlying the development of the nervous system and the neural plasticity supporting learning and memory in adulthood share fundamental mechanisms 6. Indeed, in the last two decades, research examining developmental and learning-related plasticity has uncovered a striking degree of overlap between the molecular mechanisms employed by the brain during these different biological processes 1,4,7-10. For example, the members of the neurotrophin family of growth factors were initially character...