The context effect and “specificity” of paired-associate encoding were investigated from the viewpoint of a modified generation-recognition model. Target words were presented for study in the presence of list cues, and subsequently tested with three types of extralist cues: (a) target-related, (b) mediate (related both target and list cue), and (c) list-cue-related. The most effective cue was the mediate (Exp. I-2), though it was the target-related in single presentation of target (Exp. I-1). About the effect of the cues related to list cues the possibility of two-stage retrieval was examined (Exp. II). Moreover, the relation between the level of processing and the semantic analysis was discussed concerning the effects of number of presentations and list length.