At the center of this chapter stands a historical work of art, one of the great masterpieces of fifteenth-century Flemish painting, Rogier van der Weyden's Descent from the Cross. It raises issues that relate to many other his-torical and contemporary artworks. Like almost all visual images, it poses a large number of difficult questions about the nature and varieties of memory.' My current work on the neural bases of empathy and the relationship between emotional and felt motor responses to works of visual art suggests some new ways of thinking about memory, and about the relationship between declarative and procedural memory in particular. The broader context for this study is provided by recent developments in the neuroscience of the bodily consequences of sight of movement and emotion, and the specific context, by a work of art that effectively illustrates how the question of memory cannot be considered outside the modulating or even preemptive effects of direct (unmediated) and indirect (mediated) responses to such a work. By "direct and indirect" or "unmediated and mediated," I refer to the dialectic between responses which seem to be automatic and predicated on immediate or felt bodily responses, on the one hand , and those which are mediated by concept, reflection, and recollection, on the other. Forms of direct and unmediated response (pro-visional labels for a variety of immediate and unconscious responses) offer a way of thinking about the continued hold of a centuries-old work of art on contemporary viewers, even in the absence of any particular knowledge or conscious recollection of its subject.