We don't just eat when we are hungry. Think of the delicious aroma wafting from a bakery, seeing a billboard of your favorite food... these are just a few types of cues can spur eating, and overeating. Recent work has begun to describe how cues from our environment shape the motivation for what when, and how much we eat. Scientists and clinicians alike who want to understand how the external and internal environment spurs feeding, even in the absence of energy need, will want to attend this session. Attendees will gain insight into the neuronal systems that coordinate cues and feeding, and how altered flux via these pathways may invoke overeating.