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Hippocampus encodes cognitive maps that support episodic memories, navigation, and planning. Under-standing the commonality among those maps as well as how those maps are structured, learned from experience, and used for inference and planning is an interesting but unsolved problem. We propose higher-order graphs as the general principle and present, as a plausible model, a cloned hidden Markov model (HMM) that can learn these graphs efficiently from experienced sequences. In our experiments, we use the cloned HMM for learning spatial and abstract representations. We show that inference and planning in the learned CHMM encapsulates many of the key properties of hippocampal cells observed in rodents and humans. Cloned HMM thus provides a new frame-work for understanding hippocampal function.