Organisms must learn from their environment and keep these memories for the long term to ensure their survival. If an adverse event is not remembered, the animal may not outlive it a second time. Thus, understanding how an adverse stimulus is encoded is especially important. In this dissertation, we find that C. elegans have a 2-hour critical period for memory consolidation, where sleep and the OSM-9 TRPV-like cation channel are required to successfully form a long-lasting memory. Specifically, OSM-9 may function in integrating old and new information associated to starvation. In addition, we find a new behavioral marker for swimming that is maintained post swim-based repetitive olfactory conditioning. The neural correlates of this proprioceptive memory can be observed in animals up to 2 hours post-conditioning and is formed independently of aversive olfactory memory. We found that animals integrate past and present environmental stimuli to form a new motor plan, which biologically functions to accelerate crawl-to-swim transition. Neural correlates of starvation associated changes in reversal motor pattern also show a change in conditioned animals in comparison to naïve animals, however these changes are not maintained. This specificity in gait selection and procedural memory can be further probed to understand how different types of experiences are organized in the brain.