X0202 4 2006-06-08 1 0001062216 MEMORY PHARMACEUTICALS CORP MEMY 0001044321 MARXE AUSTIN W & GREENHOUSE DAVID M C/O SPECIAL SITUATIONS FUNDS 527 MADISON AVENUE, SUITE 2600 NEW YORK NY 10022 0 0 1 0 Common Stock 2006-06-08 4 S 0 196500 1.6722 D 3736586 I By Limited Partnerships Common Stock 2006-06-08 4 S 0 14300 1.7811 D 3722286 I By Limited Partnerships Common Stock 2006-06-08 4 S 0 3567 1.66 D 3718719 I By Limited Partnerships Common Stock 2006-06-09 4 S 0 12000 1.7617 D 3706719 I By Limited Partnerships This is a joint filing by Austin W. Marxe (Marxe) and David M. Greenhouse (Greenhouse). They share voting and investment control over all securities owned by Special Situations Fund III QP, L.P. (QP), Special Situations Cayman Fund, L.P. (Cayman), Special Situations Private Equity Fund, LP (PE) and Special Situations Life Sciences Fund, L.P. (LS), respectively1,359,379 shares of Common Stock and 541,967 Wts are held by QP, 370,053 shares of Common Stock and 147,368 Wts are held by Cayman, 693,274 shares of Common Stock and 276,315 Wts are held by PE and 226,258 shares of Common Stock and 92,105 Wts are held by LS. The interest of Marxe and Greenhouse in the shares of Common Stock owned by QP, Cayman, PE and LS is limited to the extent of his pecuniary interest. Austin W. Marxe 2006-06-12 David M. Greenhouse 2006-06-12