Age differences in frontal and hippocampal activations in working memory were investigated during a maintenance and subsequent probe interval in an event-related fMRI design. Younger and older adults either viewed or maintained photographs of real-world scenes (extended visual or maintenance conditions) over a 4-sec interval before responding to a probe fragment from the studied picture. Behavioral accuracy was largely equivalent across age and conditions on the probe task, but underlying neural activations differed. Younger but not older adults showed increased left anterior hippocampal activations in the extended visual compared with the maintenance condition. On the subsequent probe interval, however, older adults showed more left and right inferior frontal activations than younger adults. The increased frontal activations at probe in older adults may have been compensatory for the decreased hippocampal activations during maintenance, but alternatively could have reflected the increased difficulty of the probe task for the older subjects. Thus, we demonstrate qualitatively different engagement of both frontal and hippocampal structures in older adults in a working memory task, despite behavioral equivalence.