Memory for sentences as a function of the syntactic complexity of the sentences was examined. Sentence complexity was varied through a manipulation that involved presenting sentences in either self-embedded forms or more standard forms. Subjects performed an incidental semantic orienting task on a set of sentences varying in complexity and were subsequently tested for their recognition memory of the sentences. In Experiment 1, subjects were tested for their memory of both surface characteristics and meaning of the sentences. There were no differences caused by sentence complexity for memory for meaning. Memory for surface structure, however, was a function of sentence complexity such that there was better memory for the more complex sentences. Experiment 2 replicated the finding that the more complex sentences produced better recognition memory for surface structure. The results are interpreted within a framework that suggests that increased syntactic complexity produces more elaboration, which in turn produces better memory.