This study investigated the relationship between task-induced involvement load and ESL learners' inferencing and learning word meanings from context. Thirty-two ESL learners were randomly assigned to one of three groups, with each group receiving a different version of a text that was assumed to differ from one another in terms of the degree of involvement load. The learners had to read each text and infer the meanings of 10 unknown target words. Think-aloud protocols were used to gather information about learners' use of lexical inferencing strategies. A vocabulary knowledge test was used prior to the study to measure learners' initial knowledge of the target words, and then one week after the study to measure the degree of retention of the words correctly inferred. The results showed a significant relationship between the degree of task-induced involvement load, learners' use of lexical inferencing strategies, and subsequent retention of successfully inferred words. (Contains 8 tables, 1 footnote and 1 figure.)