A series of experiments studied the effects of repetition of printed words on (1) lexical decision (LD) and naming (NAM) behavior and (2) concomitant brain activation. It was hypothesized that subword phonological analysis (assembly) would decrease with increasing word familiarity and the greater decrease would occur in LD, a task that is believed to be less dependent on assembly than naming. As a behavioral marker of assembly, we utilized the regularity effect (the difference in response latency between words with regular versus irregular spelling-sound correspondences). In addition to repetition, stimulus familiarity was manipulated by word frequency and case alternation. Both experiments revealed an initial latency disadvantage for low frequency irregular words suggesting that assembly is the dominant process in both tasks when items are unfamiliar. As items become more familiar with repetition, the regularity effect disappeared in LD but persisted in NAM. Brain activation patterns for repeated words that were observed in fMRI paralleled the behavioral studies in showing greater reductions in activity under lexical decision than naming for regions previously identified as involved in assembly.