Dixie or Kiddy can play Memory for free the first time, but must otherwise pay five Bear Coins. The Kongs are also required to have a specific number of Bonus Coins to play Memory, although they do not pay them to Bear. This requirement changes for each world.
Memory's objective is to match ten pairs within a time limit. The timer progressively counts down faster in each following challenge. There are twenty cards in Memory, which divides down to ten pairs in total: an Extra Life Balloon, a Banana Bunch, a Bear Coin, a DK Coin, Dixie, Kiddy, Squawks, Ellie, Squitter, and Enguarde.
Bear hands out prizes to the Kongs after they complete Memory. The value of the prizes are based on their performance, and include: a Bear Coin, a Banana Bunch, an Extra Life Balloon, and a Stop Watch if they match every pair. The Kongs receive a DK Coin if they win at a world's Memory challenge. Stop Watches and DK Coins are only handed out once per each location. Bear also calculates the number of seconds it took for them to complete it.
Memory can be played as a bonus mini-game from the title screen. To do so, the player must enter Up, Up, Down, Left, Right and press START to start playing Memory. Its gameplay is unchanged from in Sheepy Shop, and the player is redirected to the title screen after finishing it.
Dixie or Kiddy can optionally attempt to beat Memory under 31 seconds; If done so, Bear, out of surprise, supplies the Kongs with an additional five Bear Coins (resulting in six altogether). He also mentions the cheat code for accessing Memory from the title screen if they have completed it in under 31 seconds. Completing it below this time was originally a requirement to reach 103% completion. However, when a save file is loaded, it checks for the completion record but does nothing with the data.