Children with fetal alcohol syndrome (FAS) were administered the California Verbal Learning Test-Children's Version, a word list leaming task that assesses immediate and delayed recall and recognition memory. When compared with matched control children, the chlldren with FAS had difficulty learning and recalling the words after a delay period and tended to make an increased number of intrusion and perseverative errors. In addition, they had difficulty discriminating target words from distracter words and made more false-positive errors on recognition testing. Some of these deficits persisted even when mental age was controlled. The results suggest that children with FAS have profound verbal learning and memory deficits, and that some of these deficits cannot be accounted for even when mental age is considered. Furthermore, the results are consistent with deficits in encoding verbal information and impairment in response inhibition capabilities.