We argue that attention and awareness form the basis of one type of working-memory storage. In contrast to models of working memory in which storage and retrieval occur effortlessly, we document that an attention-demanding goal conflict within a retrieval cue impairs recall from working memory. In a conceptual span task, semantic and color-name cues prompted recall of four consecutive words from a twelve-word list. The first-four, middle-four, and final-four words belonged to different semantic categories (e.g., body parts, animals, and tools) and were shown in different colors (e.g., red, blue, and green). In Experiment 1, the color of the cue matched that of cued items 75% of the time, and the rare mismatch impaired recall. In Experiment 2, though, the color of the cue matched that of the cued items only 25% of the time, and the now-more-frequent mismatches no longer mattered. These results are difficult to explain with passive storage alone and indicate that a processing difficulty impedes recall from working memory, presumably by distracting attention away from its storage function.