A DRAM memory cell and process sequence for fabricating a dense (20 or 18 square) layout is fabricated with silicon-on-insulator (SOI) CMOS technology. Specifically, the present invention provides a dense, high-performance SRAM cell replacement that is compatible with existing SOI CMOS technologies. Various gain cell layouts are known in the art. The present invention improves on the state of the art by providing a dense layout that is fabricated with SOI CMOS. In general terms, the memory cell includes a first transistor provided with a gate, a source, and a drain respectively; a second transistor having a first gate, a second gate, a source, and a drain respectively; and a capacitor having a first terminal, wherein the first terminal of said capacitor and the second gate of said second transistor comprise a single entity.