In two experiments, event-related brain potentials (ERPs) and cued-recall performance measures were used to examine the consequences of semantic congruity and repetition on the processing of words in sentences. A set of sentences, half of which ended with words that rendered them semantically incongruous, was repeated either once (eg, Experiment 1) or twice (e.g., Experiment 2). After each block of sentences, subjects were given all of the sentences and asked to recall the missing final words. Repetition benefited the recall of both congruous and incongruous endings and reduced the amplitude and shortened the duration of the N400 component of the ERP more for (1) incongruous than congruous words, (2) open class than closed class words, and (3) low-frequency than high-frequency open class words. For incongruous sentence terminations, repetition increased the amplitude of a broad positive component subsequent to the N400. Assuming additive factors logic and a traditional view of the lexicon, our N400 results indicate that in addition to their singular effects, semantic congruiry, repetition, and word frequency converge to influence a common stage of lexical processing. Within a parallel distributed processing framework, our results argue for substantial temporal and spatial overlap in the activation of codes subserving word recognition so as to yield the observed interactions of repetition with semantic congruity, lexical class, and word frequency effects.