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Bertrand Russell is widely known for his willingness to change his philosophical mind. He is also now and again saddled with a reputation for carelessness about providing readers with clear and convincing explanations of his turnabouts. This chapter presents and briefly assesses the development of Russell's thinking about memory, emphasizing, against the grain of the received view, the continuity in his thought. Russell's ideas about memory are no exception to that perceived pattern of progress. The core notion of the early theory is that of acquaintance, by which Russell means a mode of cognition which is both immediate and purely receptive. The main ostensible problem for the theory is that of accounting for retention—specifically, making sense of the idea of being now acquainted with what has been and is no more. The abandonment of direct realism should predictably bring about a further increase in Russell's concern over fallibility and error in memory.