The 90 individually run subjects learned and were tested for their free recall of a conceptually unrelated hierarchy of words, a randomly arranged, or a properly arranged conceptual hierarchy, under instructions to process the words either by generating hierarchical associations among them or by copying them. As predicted, recall of every type of hierarchy increased markedly with generative instructions [p < .001], with the greatest gain occurring for the randomly arranged hierarchy. Type of hierarchy also affected recall [p < .001]. The results tend to support the generative model of encoding, a model which emphasizes the active construction of distinctive as well as semantic associations. The nature of the information encoded in long-term memory is a central issue in multistage models of memory and in levels-of-processing models of memory. Multistage models often contrast acoustic or phonetic processing with semantic processing to describe how information is encoded into short-term memory and long-term memory respectively. Across experiments with multistage models, semantic processing varies in meaning from a circular definition of it as any processing that results in longterm recall, to carefully detailed statements about the abstract semantic attributes and markers, networks of lexical meanings, taxonomical organizations, and hierarchical retrieval cues involved in long-term recall. However, in nearly all of these definitions, the processing of abstract meanings is of primary concern. Models that rely primarily on the processing of abstract categories of meaning to account for long-term memory may be unnecessarily limited in the range of encoding variables they include. Levels-of-processing models, such as the generative model presented below, omit the stages