In Experiment I the lists were 36 and 48 unrelated words. Each was divided into successive groups of four words and learned to a perfect criterion. In Experiment II the lists were made up of six categorical groups of five exemplars each. Degree of learning was varied. In both experiments serial anticipation learning was followed by ordinary free recall and free recall under speed stress. Analyses of acquisition and of both recall tests indicate that group access is a marked function of serial position but that within-group retrieval given group access is constant over serial position. It is argued that serial learning proceeds simultaneously at different levels of representation.