Repetition Blindness (RB) is the failure to recall the 2nd instance of a rapidly presented word. Five experiments investigated the orthographic and phonological representations involved in RB. Exps 1 and 2 found that the RB effect between orthographic neighbors is modulated by the relative frequency of the words, but not their absolute frequency. Exp 3 showed that the reduced RB effect between neighbors as compared with identical words is due to the reduced orthographic overlap, not to a lack of morphological or semantic overlap. Exps 4 and 5 showed that the RB effect occurs between phonologically related items, and that phonological and frequency properties of the target's orthographic neighbors affect the size of the effect. It is concluded that orthographic RB and phonological RB are sensitive to the target's neighborhood organization and arise from similar mechanisms, but at different stages of processing.