A mask-defined read-only memory array is formed on a substrate, and includes a first ROM bit and a second ROM bit of opposite polarities. The first ROM bit has a first MOS transistor and a first block layer formed over a first region of the substrate. A second source/drain region of the first MOS transistor and a first diffusion region are formed in a first region of the substrate on opposite sides of the first block layer. The second ROM bit includes a second MOS transistor.