The primary interest of this investigation concerned working memory functioning and cue/act discrimination during encoding of intentions. The study included manipulations of working memory and intention load to investigate the encoding processes related to prospective memory (PM). Three experiments are presented that involve working memory distraction tasks at the time of encoding the PM intentions, as well as varying numbers of cues and actions. In the first experiment three cues were paired with one action, in the second, one cue with three actions, and in the third, three cues with three actions. Results suggest that the central executive is involved in binding a cue to an action, and that this operation is key to PM success. Furthermore, the phonological loop seems primarily involved with processing of cues and the visuospatial sketchpad with actions. It is further proposed that the processes of the phonological loop and visuospatial sketchpad must be successful before the central executive can bind the cues and acts together, which is possibly the most important part in the encoding of intentions. By directly examining PM at the time of encoding, information was gained that allows for a more complete understanding of the nature of how we form and execute intentions.