Individuals with greater cognitive abilities generally show reduced rates of mind-wandering when completing relatively demanding tasks (Randall, Oswald, & Beier, 2014). However, it is yet unclear whether elevated rates of mind-wandering among low-ability individuals are manifestations of deliberate, intentional episodes of mind-wandering because of task disengagement or lack of motivation, or to spontaneous, unintentional failures to maintain task-oriented attention. The present study examined this issue by measuring working memory capacity (WMC), mind-wandering during 3 relatively demanding attention control tasks, and contextual variables (e.g., motivation, alertness, perceptions of task unpleasantness). Results indicated that the relationship between WMC and mind-wandering was primarily driven by spontaneous episodes. Lack of alertness also uniquely predicted more frequent spontaneous mind-wandering independently of WMC. Deliberate mind-wandering was primarily driven by a lack of motivation. Thus, cognitive and contextual factors can have distinct relationships with spontaneous and deliberate mind-wandering.