There is considerable evidence that the basolateral complex of the amygdala (ABL) is involved in learning about the motivational value of otherwise neutral stimuli. The authors examined the role in this function of the ABL and one of its major efferent structures. the nucleus accumbens. Male Long-Evans rats received either sham, ipsilaterally, or contralaterally placed unilateral lesions of the ABL and accumbens and were trained in an appetitive Pavlovian second-order conditioning task. Sham-lesioned and ipsilaterally lesioned rats acquired the task normally, but contralaterally lesioned rats, in which the ABL and accumbens were functionally disconnected, failed to acquire second-order conditioned responses (although they did acquire second-order conditioned orienting responses). The results suggest that the ABL and accumbens are part of a system critical for processing information about learned motivational value.