Quantum-dot Cellular Automata (QCA) is a novel nanotechnology with great potential for very dense memory and low power logic. This work presents the H-memory architecture, a memory architecture that exploits the characteristics of QCA and results in order of magnitude density gains over end of the roadmap SRAM and DRAM. Two enhancements to the basic architecture are also presented, including a complete merging of processor and memory. Finally, a novel clocking wire layout is presented and its effect on architecture discussed.