This study aims to investigate the influence of Japanese learners’ working memory capacity on phonological and semantic processing in shadowing of Japanese as a second language for intermediate Japanese learners. After performing shadowing on several sentences, subjects were asked to perform shadowing on another set of target sentences (including repeated, word overlapped, paraphrased, and unrelated sentences). Two dependent variables were the oral reproduction accuracy of target sentences and the recognition accuracy of presented sentences. The main results were as follows: (a) in the larger memory span group, the accuracy of oral reproduction was similar in word overlapped, paraphrased, and repeated sentences, whereas in the smaller memory span group, the oral reproduction accuracy of repeated and word overlapped sentences was higher than that of paraphrased sentences; (b) in the larger memory span group, the recognition accuracy of semantic plausibility of repeated and word overlapped sentences was higher than that of paraphrase sentences, whereas in the smaller memory span group, the recognition accuracy of semantic plausibility of repeated sentences was higher than that of word overlapped and paraphrased sentences. These results suggest that during shadowing, learners with a larger memory span performed semantic processing at the sentence level and learners with a smaller memory span performed semantic processing at the word level.