What might cognition be if not computation? Criticisms of the computational metaphor in cognition are well known. This project will review an alternative metaphor for cognitive processes-Stochastic Diffusion Processes (SDP), grounded upon a metaphor of communication and interaction-and evaluate claims that it is robust to such a priori critiques. The first year of project activity will extend Stochastic Diffusion Processes towards the traditional computational framework where we will consider term (or graph) rewriting systems and demonstrate - via investigation of autopoesis; embodiment, enactivism and biosemiotics - that (a) meaning can be grounded in systems of communicating agents (as instantiated via the SDP formalism) and (b) the extension of SDP framework to investigate the computational capacity (in the classical Turing sense) of such a system of simple interacting agents. The second year of research will extend the SDP interaction framework into the continuous domain with the development of Autopoetic Non-Linear Oscillators (ANLOs); characterize the computational power of coupled ANLOs and open up an extended concept of cognition - interactionism - placed at the centre of a new interacting embrace of man and environment. The project will conclude by producing a critical philosophical and analytic evaluation of this new framework. Finally, if the project is successful, its enduring impact would pressage a new paradigm shift in cognitive and neuro science, fundamentally embracing interactions: feedback loops coupling organism and environment and the emergence of meaning in the inanimate physical world. Over time this paradigm shift could lead to a gradual re-positioning of man's place in the universe, once again leading away from a reductionist, computational, ballistic view of the mental, to a new holistic view, grounded now on interactions and communication.