The Heaton techniques for assessing memory differ from most other memory measures by employing the combination of learning trials, repeated exposure to test stimuli, and 4-hour recall measures. The present study was designed to explore the relationship between the Heaton Story and Figure memory procedures, the California Verbal Learning Test (CVLT), and measures of attention, word fluency, and spatial perception. Data from 126 individuals were analyzed. Three separate factor analyses were performed that examined measures of attention, learning, and recall. Each revealed a three-factor solution accounting for 71, 70, and 72% of the variance, respectively. Regression analyses supported the visual components of Figure Memory and the verbal components of Story Memory obtained in the factor analyses. Overall, the findings supported the independence of the Heaton Memory procedures and the role of spatial factors in performance of Figure Memory. Additionally, both Figure and Story Memory shared variance with the CVLT, supporting the validity of both procedures as memory measures.