We demonstrated a high-density shift-register-based random access memory system based on rapid single-fluxquantum (RSFQ) logic. This memory system was developed to be integrated with bit-serial RSFQ microprocessors, which are called the CORE e series. It is composed of a shift-register array to store data, a decoder to select the shift register pointed to by a given address, and mergers to output data. To achieve high density, we introduced a new memory system structure and designed compact storage elements and other peripheral components. We integrated two 256-bit memory systems (32 entries for 8-bit data and instructions each) with a CORE e microprocessor and fabricated it using the National Institute of Advanced Industrial Science and Technology 10-kA/cm 2 Advanced Process. The area occupied by each memory system is 2.69 mm 2 . We obtained correct operations for all of the addresses in low-frequency tests. The typical measured bias margin was 86%-106%.Index Terms-Memory, microprocessors, rapid single-fluxquantum logic (RSFQ), shift registers.