A 3D semiconductor device including: a first level with first transistors, single crystal layer overlaid by at least one first metal layer which includes interconnects between the first transistors forming first control circuits; the first metal layer(s) overlaid by a second metal layer which is overlaid by a second level which includes first memory cells which include second transistors, overlaid by a third level which includes second memory cells which include third transistors and are partially disposed over the control circuits, which control data written to second memory cells; and a fourth metal layer overlaying a third metal layer which overlays the third level; where third transistor gate locations are aligned to second transistor gate locations within less than 100 nm, and the average thickness of fourth metal layer is at least twice the average thickness of second metal layer; the fourth metal layer includes a global power distribution grid.