Memory is the most popular and well known song from the musical, Cats. It is performed by Grizabella. The lyrics of the song are written by Cats director Trevor Nunn. The song is based on T. S. Eliot's poems "Preludes" and "Rhapsody on a Windy Night".

This song is one of Andrew Lloyd Webber's most famous compositions and a runaway hit with a life far beyond the musical.  For more details of recordings see Wikipedia. The song is often mistakenly referred to in popular culture as "Memories".


The song "Memory" is first heard in a short version at the end of Act 1.  The audience has already been introduced to Grizabella by Bombalurina and Demeter in "Grizabella: The Glamour Cat", and during The Jellicle Ball, Grizabella is seen watching the Cats.  After they finish, she approaches and tries to join them, but is rejected by everyone.  Once the other Cats leave the stage, Grizabella begins to copy their dance moves, but alone and frail, she cannot capture the magic of the Ball. She sings a single verse of Memory, and reaches out for anyone to touch her.  Although Old Deuteronomy has been watching, he is too far away to reach out to her, and she leaves with what little pride she has remaining.

The next iteration of the "Memory" melody is at the beginning of Act 2, after Old Deuteronomy sings "The Moments of Happiness", Jemima/Sillabub sings:

Turn your face to the moonlight
Let your memory lead you
Open up, enter in
If you find there the meaning of what happiness is
Then a new life will begin

As the night is drawing to a close, again Jemima sings:

See the dew on a sunflower.
And a rose that is fading,
Roses wither away.
Like the sunflower,
I yearn to turn my face to the dawn.
I am waiting,
For the day.

Finally, Old Deuteronomy comes to choose the cat to be taken to the Heaviside Layer.  This is Grizabella's last chance, and although again met with hostility from the tribe, she sings again, the full version of "Memory".  Again Jemima sings with her, the first of the Cats to understand her.  By the end of the song, everyone understands her plight, and she is accepted by everyone, and escorted by Old Deuteronomy "Up, Up to the Heaviside Layer".


"Memory" was written rather late in the development of the show. It was hearing the melody of the song that persuaded Elaine Paige to accept the role of Grizabella. Initially Tim Rice was brought in to provide the lyrics, but his version was considered too dark, and instead Trevor Nunn wrote lyrics drawing on imagery from T S Eliot's "Rhapsody on a Windy Night".

The version of the lyrics popularised by hundreds of recording artists uses lyrics from both Act 1 Memory and this longer number.



Turn your face to the moonlight
let your memory lead you
open up enter in
if you find then the meaning of what happiness is
Then a new life will begin

All alone in the moonlight
I can smile at the old days
I was beautiful then
I remember the time I knew what happiness was
Let the memory live again

Burnt out ends of smoky days
The stale cold smell of morning
The streetlamp dies, another night is over
Another day is dawning

I must wait for the sunrise
I must think of a new life
And I musn't give in
When the dawn comes
Tonight will be a memory too
And a new day will begin


Sunlight through the trees in summer
Endless masquerading
Like a flower as the dawn is breaking
The memory is fading

Touch me
It's so easy to leave me
All alone with the memory
Of my days in the sun
If you touch me
You'll understand what happiness is

Look -
A new day has begun

Tim Rice Lyrics

Street lights
And the darkness between them
Like the good and the bad sides
Of a life almost done.
Shake the memory
All my passions returning to me
None forgotten
No, not one.

One life
Is there only the one life
That we lose in the living
In an endless decline?
No complaining
For no one else has seen what I’ve seen
One existence
Only mine

Don’t look back no don’t look back
So hard to heed that warning
Such temptation but the past is past
And the night makes way for morning

I won’t care if it finds me
With no breath in my body
With no beat in my heart
For I’m certain
That now I know what happiness is
Wish I’d known that
From the start

Touch me
Is there no one to touch me
It was easy to love me
In my glamorous past
As I leave you
A shadow of the light I once was
May my memory
Sleep at last


Original Broadway Cast

Original Broadway Cast

Memory - Betty Buckley

Cats Musical - Memory

Cats Musical - Memory

Memory - Elaine Paige