ABSTRACT: The aim of this study is to assess the role of readers' proficiency and of the base-word distributional properties on eye-movement behavior. Sixty-two typically developing children, attending 3rd, 4th, and 5th grade, were asked to read derived words in a sentence context. Target words were nouns derived from noun bases (e.g., umorista, 'humorist'), which in Italian are shared by few derived words, and nouns derived from verb bases (e.g., punizione, 'punishment'), which are shared by about 50 different inflected forms and several derived words. Data shows that base and word frequency affected first-fixation duration for nouns derived from noun bases, but in an opposite way: base frequency had a facilitative effect on first fixation, whereas word frequency exerted an inhibitory effect. These results were interpreted as a competition between early accessed base words (e.g., camino, chimney) and target words (e.g., caminetto, fireplace). For nouns derived from verb bases, an inhibitory base frequency effect but no word frequency effect was observed. These results suggest that syntactic context, calling for a noun in the target position, lead to an inhibitory effect when a verb base was detected, and made it difficult for readers to access the corresponding base+suffix combination (whole word) in the very early processing phases. Gaze duration was mainly affected by word frequency and length: for nouns derived from noun bases, this interaction was modulated by proficiency, as length effect was stronger for less proficient readers, while they were processing low-frequency words. For nouns derived from verb bases, though, all children, irrespective of their reading ability, showed sensitivity to the interaction within frequency of base+suffix combination (word frequency) and target length. Results of this study are consistent with those of other Italian studies that contrasted noun and verb processing, and confirm that distributional properties of morphemic constituents have a significant impact on the strategies used for processing morphologically complex words.