We study the brain systems underlying learning, memory and sensorimotor adaptation, using noninvasive brain stimulation, functional and structural neuroimaging, and innovative behavioral paradigms. The main thrust of this basic human research is how to make learning and adaptive brain plasticity more efficient in patients with brain disorders and healthy people. Our current work is focused on how changes in activity and connectivity in brain networks code the unpleasantness of pain and physical effort. We are also using TMS to modulate activity in this network in the hope of reducing disability in disorders of pain and fatigue.