The effects of a prose passage's physical structure and semantic organization upon free recall performance was investigated. Passages, describing characteristics of fictitious countries, contained either five or nine paragraphs on attributes of the countries. Results showed that Mandler's in J. L. Cowan (Ed.), Studies in thought and language. Tucson: University of Arizona Press, 1970] organizational limits could apply to prose as well as word lists and could be used to explain previous discrepant results in semantic organization research. Results showed differences in the distribution of materials interacting with type of semantic organization to produce differences in recall. Different learning strategies imposed by the passage's semantic organization were also found.