This paper is to investigate the activated brain areas and the neuronal mechanism of Chinese paired-word associated learning and memory in healthy volunteers by functional magnetic resonance imaging (fMRI) technique. 16 right-handed normal volunteers participated in a test of paired-word associated learning and memory, while the fMRI data were recorded. Control tasks were performed for the block-design. SPM 99 was used to analyze the data and to get the activated brain regions. 14 volunteers passed the paired-word associated learning and memory task. Both cortex and subcortical structures were activated. The brain cortex areas include the bilateral frontal lobes, the bilateral parietal lobes, the bilateral occipital lobes, the bilateral cingulate gyrus and the bilateral parahippocampal gyrus with extremely left hemisphere predominance and the left temporal lobe were activated by both coding and retrieval stages of the paired-word associated learning and memory task. The subcortical structures including the striatum and its marginal division (MrD) were activated with left predominance, the caudate and the thalamus were also activated during the tasks. However, the left occipital lobe and the middle and inferior frontal gyrus of the left frontal lobe were more activative than others in scope and brightness during the coding stage of the paired-word associated learning and memory task, while the left parietal lobe and dorsolateral part of the middle frontal gyrus were more activative than others in scope and brightness during the retrieval stage of the paired-word associated learning and memory task. The left middle and inferior frontal gyrus of the frontal lobe, the left lateral parts of the occipital lobe, the left superior lobule and supramarginal gyrus and the angular gyrus of the parietal lobe might play more important roles in the paired-word associated learning and memory task than the rest of the cortex. The MrD of the striatum was mainly involved in coding stages of the paired-word associated learning and memory task. The results of this study revealed that the subcortical structures mainly the striatum as well as the cortex were involved in the associated learning and memory of language in human brain. The transform of activated brain areas from the coding stage to the retrieval stage of the Chinese paired-word learning and memory was described and its neural mechanism was discussed.