Across infancy, infants develop the ability to retrieve their memories across changes in the person, stimulus and background between encoding and retrieval (see Hayne, 2004). One proposed mechanism for this developmental change is visual attention; an eye-tracking study with older children found a relationship between visual attention during learning and memory outcome (Vivanti et al., 2008). The present study used an eye-tracker to explore looking patterns during learning to determine whether there are developmental changes in the focus of attention. Infants aged 6-, 9- and 12-months, and an adult comparison group, were shown a video of an adult demonstrating a series of actions with an object. The learning phase was immediately followed by an imitation test. During the learning phase, infants spent the greatest proportion of time attending to the object and person. In contrast, adults spent the greatest proportion of time attending to the object. There were also significant differences between the looking patterns of infants who showed evidence of retention in the imitation test and infants who did not. Thus, changes in attention within the infancy period appear to be an important mechanism which enables infants to begin encoding and retrieving their knowledge in a flexible manner.