This study investigated the relationships of processing capacity and knowledge to memory measures that varied in retrieval difficulty and reliance on verbal knowledge in an adult life-span sample ( N = 341). It was hypothesized that processing ability (speed and working memory) would have the strongest relationship to tasks requiring active retrieval and that knowledge (vocabulary ability) would be related to verbal fluency and cued recall, as participants relied upon verbal knowledge to retrieve category items (fluency) or develop associations (cued recall). Measurement and structural equation models were developed for the entire sample and separately for younger (aged 20-54 years, n = 168) and older (aged 55-92 years, n = 173) subgroups. In accordance with the hypotheses, processing ability was found to be most highly related to free recall, with additional significant relationships to cued recall, verbal fluency, and recognition. Knowledge was found to be significantly related only to verbal fluency and to cued recall. Moreover, knowledge was more important for older than for younger adults in mediating variance in cued recall, suggesting that older adults may use age-related increases in knowledge to partially compensate for processing declines when environmental support is available in memory tasks.