Motivation plays an important role in the control of food intake. This review will focus on recent findings using a neural systems analysis of a behavioral model for learned motivational control of eating. In this model, environmental cues that acquire motivational properties through Pavlovian conditioning can subsequently override satiety and promote eating in sated rats. Evidence will be presented that a brain network formed by the amygdala, lateral hypothalamus, and medial prefrontal cortex mediates this phenomenon of conditioned potentiation of feeding. The animal model may be informative for understanding control of eating in humans including maladaptive influences that contribute to overeating.