In this article the author proposes an episodic theory of spoken word representation, perception, and production. By most theories, idiosyncratic aspects of speech (voice details, ambient noise, etc.) are considered noise and are filtered in perception. However, episodic theories suggest that perceptual details are stored in memory and are integral to later perception. In this research the author tested an episodic model (MINERVA 2; D. L. Hintzman, 1986)against speech production data from a word-shadowing task. The model predicted the shadowing-response-time patterns, and it correctly predicted a tendency for shadowers to spontaneously imitate the acoustic patterns of words and nonwords. It also correctly predicted imitation strength as a function of “abstract” stimulus properties, such as word frequency. Taken together, the data and theory suggest that detailed episodes constitute the basic substrate of the mental lexicon.