We offer evidence that acetylcholine (ACh) is involved in the emergence of functional neuronal plasticity induced by whisker pairing. Evoked potentials were recorded within the barrel cortex of awake, adult rats before, during, and after one of five paradigms. In the pairing procedure, each of 50 deflections of a whisker (S1) was followed 150 ms later by the deflection of a second whisker (S2). The explicitly unpaired control procedure differed by the lack of contiguity and contingency between the stimulation of S1 and S2. In the three remaining groups, pairing was performed 30 min after an intraperitoneal injection of either 0.5 ml of saline (150 mM NaCl), 100 mg/kg of atropine methyl nitrate (0.5 ml of AMN in saline), or 100 mg/kg of atropine sulfate (0.5 ml of ATS in saline). Changes in responsiveness to S1 were compared with, and adjusted by, changes in responsiveness to stimulation of S2. Changes in potentials evoked by S1 were interpreted as a change in neuronal excitability occurring when the first innocuous stimulus systematically predicted the appearance of the second innocuous stimulus. When whisker pairing was performed alone or in the presence of either saline or AMN (a blocker of muscarinic cholinoreceptors that does not cross the blood-brain barrier, BBB), responses to S1 increased, whereas, in the presence of ATS (blocker of muscarinic cholinoreceptors that does cross the BBB) or following the explicitly unpaired control, they decreased. The effects of saline, AMN, and ATS on the evoked potential without vibrissae pairing were opposite to those observed when these substances were injected and pairing occurred. Analysis of the behavioral state of the animal showed that the changes observed in the evoked potential could not be attributed to changes in behavioral state. The changes in responsiveness to S1 induced by whisker pairing were independent of neuronal excitability, did not occur in the absence of contingency and contiguity between S1 and S2, were blocked by the muscarinic receptor antagonist ATS, but not by blockade of muscarinic modulation of normal synaptic transmission. Thus activation of muscarinic cholinoreceptors within the CNS were a necessary condition for this form of neuronal plasticity.