The medial temporal lobes play a central role in the consolidation of new memories. Medial temporal lesions impair episodic learning in amnesia, and disrupt vocabulary acquisition. To investigate the role of consolidation processes in phonological memory and to understand where and how, in amnesia, these processes begin to fail, we reexamined phonological memory in the amnesic patient HM. While HM's word span performance was normal, his supraspan recall was shown to be markedly impaired, with his recall characterized by a distinctive pattern of phonological errors, where he recombined phonemes from the original list to form new response words. These were similar to errors observed earlier for patients with specifically semantic deficits. Amnesic Korsakoff's patients showed a similar, though much less marked, pattern. We interpret the data in terms of a model of lexical representation where temporal lobe damage disrupts the processes that normally bind semantic and phonological representations.