Three groups of children, aged 5, 7 and 11 years, were tested in a clause-memory task, in order to investigate the role of syntactic and semantic factors in children's recall and processing of spoken continuous prose. The children listened to a story, which was interrupted at intervals during which they were asked to repeat verbatim the last sentence they heard. The test-sentences always consisted of two clauses: either of the main–main type, or of the main–subordinate or subordinate–main types. The prose material was also either normal prose, or semantically uninterpretable but syntactically normal prose. The results suggest a developmental sequence in which the youngest group's performance is dominated by semantic factors. They do not show the adult clause-memory effects, their recall is dominated by the main clause, and their recall of normal prose is not clausally segmented. The two older groups' performance more closely approximates that of adults.