A federally sponsored project was designed to incorporate a memory-assessment task and a memory strategy into a computer-based instructional system for assessing and assisting in remediating basic memory-processing and metacognitive deficiencies. The project resulted in an instructional system for school-aged children and youth with mild to moderate mental retardation as well as those with learning disabilities. The computer-based system is based upon an ordered recall task with a circular recall strategy. The system breaks the circular recall memory strategy into its component parts, trains each separately, and then chains the components together. The project involved substantiation of the useability and design of the instructional system, creation of the system, field testing and refinement, and preparation of a marketing plan. This final report describes activities carried out to complete project tasks. The report's appendices comprise the bulk of the document. Appendixes A and B provide the final design report and an addendum, outlining the significance of the problem, the population to benefit from the system to be developed, project timeline, computer screen layouts, plans for testing, commercial publishers' feedback, and other project information. Other appendices provide a user's manual, field test plan, final marketing plan, field test report, preliminary marketing plan, and software coding documentation. (Approximately 120 references in Appendix A) (JDD)