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The performance of 112 third-grade children was examined on tasks assessing phonological sensitivity, working memory, and syntactic processing. The children were also administered several measures of word recognition, pseudoword reading, and reading comprehension. A series of hierarchical regression analyses and commonality analyses indicated that phonological sensitivity remained a strong predictor of reading performance after variance in working memory and syntactic processing had been partialled out. However, syntactic processing failed to predict word recognition, pseudoword reading, and reading comprehension once working memory and phonological sensitivity had been partialled. The results support the phonological limitation hypothesis of Shankweiler et al. (1992) in which it is posited that correlations between reading difficulty and deficient syntactic awareness arise as epiphenomena of …