For the first time, we propose a one transistor nonvolatile memory which can solve the long time charge loss issue incurred in the conventional nitride-storage cell, a hurdle to the scaling of SONOS memory. The SONOS cell uses charge as the storage, while the new invention discloses a cell with one transistor and the gate connected to a simple MIM structure. The readout is from the transistor's Vth or Id, similar to that of flash memory. A bilayer MIM is preferable for best performance. Results demonstrated that this memory exhibits excellent endurance, retention, large window, which can also solve the sneak path and forming issues in conventional crossbar ReRAM. The architecture is fully compatible with the logic CMOS technology and well-suited for both NOR and NAND memories, especially for future embedded applications.