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Purpose: During the school-age years, most vocabulary growth occurs incidentally as children derive new word meanings from surrounding context (Nagy & Herman, 1987). However, the joint roles of language ability and executive function (EF) in the incidental word learning process are not well understood. In addition, although the influence of socioeconomic status (SES) on children’s early vocabulary development has been studied extensively (e.g., Hart & Risley, 1995), less is known about the role of SES in vocabulary development during the school-age years. Findings suggest that children from lower-income homes are at a disadvantage in terms of broader language skills (Farah et al., 2006), but the impact of SES on school-age children during the word learning process itself remains less clear. The purpose of this study was to examine the joint roles of language ability, EF, and SES in children’s acquisition of word meanings from context. Method: Fifty typically developing children ages nine to 11 years completed standardized tests of language, decoding, vocabulary, and nonverbal cognition along with tasks of working memory, inhibitory control, and cognitive flexibility. Children read along as the text of two short stories containing twelve rare target words was presented both visually and auditorily by computer. An oral definition task and a multiple-choice pretest-posttest measure assessed children’s target word knowledge gains. Results: Multiple regression analyses showed that language and cognitive flexibility were both significantly related to word learning, with each of the two skills having greater importance for children in whom the other skill was relatively weak. Although SES was related to cognitive flexibility for children with weaker language ability, SES by itself did not significantly influence word learning. Conclusion: Language ability and cognitive flexibility may each play a direct role in contextual word learning among school-age children, with SES taking a more indirect role in the word learning process.