In this study, we investigate how contextual memory is shaped by observational fear learning during encoding and recall. We are imaging neurons in layer 2/3 of the retrosplenial cortex in GCaMP6s mice with two-photon Ca2+ imaging using a head-fixed observational fear learning paradigm in virtual reality. The animals are surrounded by three screens and run on a running wheel as they travel through 3 different VR environments. In two of the environments, we play recordings of mouse vocalisations emitted while they were receiving foot shocks, and a neutral sound in the third environment. A single trial session lasts approximately 30 minutes. After the encoding sessions, the animals go through two recall sessions; running through the environments without vocalisations and with vocalisations but in the dark. We pre-processed the resulting 2-photon data with Calcium Imaging data Analysis (CaImAn) (Giovannucci et al., 2019) and synchronize it with our behavioural measures, such as running speed, pupil diameter and lick detection using a lab developed synchronization tool. We are imaging 723 RSP neurons on average (sd: ± 190) across the animals. In line with our expectations, our preliminary analysis showed place cell-like activity of RSC neurons sequentially firing during the course of the environments and showed activity modulation with running speed. We will further investigate the activity characteristics both at single neuron and the population level along with our behavioural measures. We expect to see remapping across environments and differences in the firing characteristics surrounding the locations of fearful vocalizations and neutral sounds.