The effects of song and elaboration were assessed on the acquisition and retention of lexical items by beginner learners of Italian. Lexical acquisition investigated through an incidental learning experiment based on the premise that growth in L2 vocabulary can be facilitated by subvocal rehearsal and elaborate processing of lexical items. Participants were divided into a control group and four treatment groups. Treatment groups were exposed to a song either in a sung condition or read as a poem, and groups completed lexical tasks designed with low or high levels of elaboration. It was hypothesized that (a) song groups would score higher than poem groups, and that (b) high elaboration groups would score higher than low elaboration groups. With scoring based on Wesche and Paribakht's Vocabulary Knowledge Scale, at post-test and delayed post-test the song/high elaboration group scored higher than all other groups in both receptive and productive vocabulary learning, suggesting that song and high elaboration are effective in facilitating the acquisition and retention of L2 lexical items and that song and high elaboration activities should be implemented in the L2 curriculum. [An 8-page appendix follows this article.]