A phase-change memory element with side-wall contacts is disclosed, which has a bottom electrode. A non-metallic layer is formed on the electrode, exposing the periphery of the top surface of the electrode. A first electrical contact is on the non-metallic layer to connect the electrode. A dielectric layer is on and covering the first electrical contact. A second electrical contact is on the dielectric layer. An opening is to pass through the second electrical contact, the dielectric layer, and the first electrical contact and preferably separated from the electrode by the non-metallic layer. A phase-change material is to occupy one portion of the opening, wherein the first and second electrical contacts interface the phase-change material at the side-walls of the phase-change material. A second non-metallic layer may be formed on the second electrical contact. A top electrode contacts the top surface of the outstanding terminal of the second electrical contact.