One of the most di cult aspects of experimental recon gurable architecture or CAD tool research is obtaining su ciently large benchmark circuits. One approach to obtaining such circuits is to generate them stochastically. Current circuit generators construct combinational and sequential logic circuits. Many o f t o d a y's devices, however, are being used to implement entire systems, and often these systems contain on-chip storage. This paper describes a circuit generator that constructs circuits containing signi cant amounts of memory. To ensure the circuits are realistic, we h a ve performed a detailed structural analysis of such circuits; this analysis is also described in this paper.