In the modern world, high performance embedded applications in the field of multimedia, networking, and imaging are increasing day by day. These applications require high performance and more complex out-of-order superscalar processor. These complex dynamic instructions scheduling superscalar processors need higher levels of on-chip integration designs which are often associated with power dissipation. These out-of-order superscalar processors achieve higher performance compared to other processors by simultaneous fetching, decoding and execution for multiple instructions in out-of-order that are used in the next generation network processors. The main data path resources of the processor use CAM+RAM structure which is the major power consuming unit in the overall out-of-order processor design. The proposed new design of CAM+RAM with power-gating technique reduces the overall average power consumption compared to the conventional design without any significant impact on their performance.