Abstract: In a semiconductor memory device, first and second impurity regions of a second conductivity are provided as wells in a semiconductor substrate of a first conductivity. Outside of the first and second impurity regions, third impurity regions of the first conductivity are provided as wells in the substrate. Fourth impurity regions of the first conductivity are provided as wells in the first impurity regions. The first impurity regions each have an impurity concentration which gradually decreases with increasing depth below the top surface of the semiconductor substrate, and the fourth impurity regions have at least two impurity concentration peaks below the top surface of the semiconductor substrate. A memory cell can be reliably erased by forming a retrograde pocket well for a memory cell array, and a diffusion well surrounding the pocket well, thus maintaining a high breakdown voltage between the pocket well and the substrate.