Terry Horgan and John Tienson have suggested that connectionism might provide a framework within which to articulate a theory of cognition according to which there are mental representations without rules (RWR) (Horgan and Tienson 1988, 1989, 1991, 1992). In essence, RWR states that cognition involves representations in a language of thought, but that these representations are not manipulated by the sort of rules that have traditionally been posited. In the development of RWR, Horgan and Tienson attempt to forestall a particular line of criticism, theSyntactic Argument, which would show RWR to be inconsistent with connectionism. In essence, the argument claims that the node-level rules of connectionist networks, along with the semantic interpretations assigned to patterns of activation, serve to determine a set of representation-level rules incompatible with the RWR conception of cognition. The present paper argues that the Syntactic Argument can be made to show that RWR is inconsistent with connectionism.