This work describes a conceptually simple method for structured sparse coding and dictionary design. Supposing a dictionary with K atoms, we introduce a structure as a set of penalties or interactions between every pair of atoms. We describe modifications of standard sparse coding algorithms for inference in this setting, and describe experiments showing that these algorithms are efficient. We show that interesting dictionaries can be learned for interactions that encode tree structures or locally connected structures. Finally, we show that our framework allows us to learn the values of the interactions from the data, rather than having them pre-specified.