Surprise has been explored as a cognitive-emotional phenomenon that impacts many aspects of mental life from creativity to learning to decision-making. In this paper, we specifically address the role of surprise in learning and memory. Although surprise has been cast as a basic emotion since Darwin's (1872) The Expression of the Emotions in Man and Animals, recently more emphasis has been placed on its cognitive aspects. One such view casts surprise as a process of “sense making” or “explanation finding”: metacognitive (...) explanation-based theory proposes that people's perception of surprise is a metacognitive assessment of the cognitive work done to explain a surprising outcome. Or, to put it more simply, surprise increases with the explanatory work required to resolve it. This theory predicts that some surprises should be more surprising than others because they are harder to explain. In the current paper, this theory is extended to consider the role of surprise in learning as evidenced by memorability. This theory is tested to determine how scenarios with differentially surprising outcomes impact the memorability of those outcomes. The results show that surprising outcomes (less-known outcomes) that are more difficult to explain are recalled more accurately than less-surprising outcomes that require little (known outcomes) or no explanation (normal). (shrink)