The limited capacity model of television viewing is used to investigate the impact of arousing content and fast paced production of viewers' information processing of TV messages. Results show that both fast pace and arousing content elicit self-reported arousal, but they elicit different patterns of physiological arousal. Both fast pace and arousing content increase the allocation of processing resources to messages. The combination of fast pace and arousing content overloads the processing system resulting in less recognition and cued recall for the specific content of the message. Results generally support the limited capacity theory of television viewing.