Task-induced fMRI deactivations during successful encoding and retrieval of visuospatial paired associates were examined at different levels of task difficulty in younger and older adults (Experiment 1), and older adults with and without mild probable Alzheimer's disease (AD) (Experiment 2). Irrespective of the level of task difficulty, common deactivations (determined through the use of conjunction analyses) were observed in the lateral and medial prefrontal, anterior and posterior cingulate, and temporal brain regions and in the claustrum during both encoding and retrieval in younger and older adults (Experiment 1). In AD patients and healthy older adults, common deactivations were found in posterior cingulate, temporal, and lateral parietal regions and in the insula and claustrum during encoding and retrieval of paired associates (Experiment 2). As task difficulty increased, irrespective of the type of task, the magnitude of task-induced deactivations increased in the medial prefrontal/superior frontal gyrus and middle/posterior cingulate cortex in younger and older adults (Experiment 1), and in the middle cingulate cortex in older adults with and without AD (Experiment 2). In Experiment 1, greater deactivation was observed in the anterior cingulate gyrus in older compared to younger adults during retrieval of paired associates which was attributed to greater suppression of task-unrelated thoughts in the older group. No significant differences in task-induced deactivation, or in the type of relationship exhibited between deactivation and task difficulty, were observed between older adults with and without AD (Experiment 2). It was suggested that this was related to the matching of successful task performance and task difficulty across patient and control groups. Following previous proposals, task-induced deactivations were suggested to underlie a shifting of attentional focus from monitoring of the self and the environment (through attenuation of these activities) to external, goal-directed behaviour.