A model of hippocampal function, centered on region CA3, reproduces many of the cognitive and behavioral functions ascribed to the hippocampus. Where there is precise stimulus control and detailed quantitative data, this model reproduces the quantitative behavioral results. Underlying the model is a recoding conjecture of hippocampal computational function. The expanded conjecture includes a special role for randomization and, as recoding progresses with experience, the occurrence of sequence learning and sequence compression. These functions support the putative higher-order hippocampal function, i.e. production of representations readable by a linear decoder and suitable for both neocortical storage and forecasting. Simulations confirm the critical importance of randomly driven recoding and the neurocognitive relevance of sequence learning and compression. Two forms of sequence compression exist, on-line and off-line compression: both are conjectured to support neocortical encoding of context and declarative memory as described by .