Perception of internal and external cues is an important determinant of pacing behaviour, but little is known about the capacity to attend to such cues as exercise intensity increases. This study investigated whether changes in attentional focus and recognition memory correspond with selected psychophysiological and physiological parameters during exhaustive cycling. Methods: Twenty male participants performed two laboratory ramped cycling tests beginning at 50 W and increasing by 0.25 W/s until volitional exhaustion. Ratings of perceived exertion, heart rate and respiratory gas exchange measures were recorded during the first test. During the second test, participants listened to a list of spoken words presented through headphones at a rate of one word every 4 s. Afterwards, their recognition memory for the word pool was measured. Results: Recognition memory performance was found to have strong negative correlations with perceived exertion (p< 0.0001), percentage of peak power output (p< 0.0001), percentage of heart rate reserve (p< 0.0001), and percentage of peak oxygen uptake (p< 0.0001). Conclusions: The results show that, as the physiological and psychophysiological stress of cycling intensified, recognition memory performance deteriorated. This might be due to impairment of memory encoding of the spoken words as they were presented, or because of a diversion of attention away from the headphones, perhaps towards internal physiological sensations as interoceptive sources of attentional load increase with exercise intensity. Information processing models of pacing and performance need to recognise that an athlete’s capacity to attend to and process external information is not constant, but changes with exercise intensity.