Despite decades of research on fundamental memory strategies such as verbal rehearsal, the potential underlying skills associated with the emergence of rehearsal are still not fully understood. Two studies examined the relative roles of language proficiency and metamemory in predicting rehearsal use, as well as the prediction of metamemory performance by language proficiency. In Study 1, 59 children, 5 to 8 years old, were administered a serial recall task, 2 language measures, a nonverbal cognitive measure, and a rapid automatized naming (RAN) task. Language proficiency, RAN, and age were significant individual predictors of rehearsal use. In hierarchical regression analyses, language proficiency mediated almost completely the age → rehearsal use relation. In addition, automatized naming was a strong but partial mediator of the contribution of language proficiency to rehearsal use. In Study 2, 54 children were administered a metamemory test, a language measure, and a serial recall task. Metamemory skills and, again, language proficiency significantly predicted rehearsal use in the task. The predictive strength of metamemory skills was mediated by the children's language proficiency. The mutually supportive roles of automatized naming, language, and metamemory in the emergence of spontaneous cumulative verbal rehearsal are discussed in the context of the resulting model, along with the minimal roles of age and aspects of intelligence.