This review seeks to address, though perhaps not answer fully, four important questions about the cholinergic basal forebrain (BF) system in developing mammals. First, what role does the cholinergic basal forebrain system play in the development of cognitive functions? Second, does the cholinergic BF system play a fundamentally similar role in development vs. adulthood? Third, does sexual dimorphism of the developing cholinergic BF system influence cognition differently in the two sexes? Finally, what role does the developing cholinergic BF system play in developmental disorders such as Down syndrome and Rett syndrome? Examples from the literature, primarily studies in mice and rats, are given in an attempt to answer these important questions.