THREE GROUPS OF FIRST- AND SECOND-GRADE CHILDREN, TWO LOWER-CLASS AND ONE MIDDLE-CLASS, WERE ASKED TO LEARN AND RECALL SEQUENCES OF WORDS AT FOUR LEVELS OF CONCEPTUAL DIFFICULTY--NONSENSE SYLLABLES, HIGH FREQUENCY NOUNS, ANOMALOUS SENTENCES, AND MEANINGFUL SENTENCES. IT WAS HYPOTHESIZED THAT THE STUDENTS' VERBAL MEMORY WOULD INCREASE WITH INCREASES IN AGE AND SOCIAL CLASS LEVEL AND AS THE WORDS ACQUIRED MEANING AND STRUCTURE. STUDENTS' SCORES ON AN AUDITORY MEMORY TEST REVEALED THAT IT WAS EASIER FOR THE CHILDREN TO LEARN GRAMMATICALLY STRUCTURED--AND THUS MEANINGFUL--INFORMATION. HOWEVER, THOUGH THE OLDER CHILDREN IN GENERAL LEARNED BETTER THAN THE YOUNGER CHILDREN, THEY DID NOT NECESSARILY LEARN MORE AS THE TASK LEVEL INCREASED. MOREOVER THERE WERE NO SIGNIFICANT DIFFERENCES IN THE MEMORY SPAN OF LOWER-CLASS AND MIDDLE-CLASS CHILDREN. THUS THE MIDDLE-CLASS CHILD'S GREATER FAMILIARITY WITH SYNTACTICAL LANGUAGE DID NOT GIVE HIM AN ADVANTAGE OVER THE LOWER-CLASS CHILD IN THIS STUDY. (LB)