Memory for humorous and nonhumorous versions of sentences was compared. Humorous sentences were better remembered than the nonhumorous sentences on both free- and cued-recall tests and on measures of sentence recall and word recall. These effects persisted when subjects were warned that they were about to read a humorous sentence but were attenuated in incidental learning and limited to within-subjects manipulations. In incidental learning, recall was also scored as a function of subjective ratings of humor. Subjective humor affected memory in both within- and between-subjects designs. Attention, arousal, rehearsal, retrieval, and surprise explanations were explored. Results suggest that humorous material receives both increased attention and rehearsal relative to nonhumorous material.