An dielectric film is formed above the semiconductor substrate. A first conductive layer is formed in the dielectric film and extending in a first direction. The first conductive layer is connected to a first select transistor. A second conductive layer formed in the dielectric film and extending in the first direction. The second conductive layer is connected to a second select transistor. A semiconductor layer is connected to both the first and second conductive layers and functioning as a channel layer of a memory transistor. A gate-insulating film is formed on the semiconductor layer. The gate-insulating film includes a charge accumulation film as a portion thereof. A third conductive layer is surrounded by the gate-insulating film.