The invention discloses a memory cell of a flash memory and a forming method. The memory cell of the flash memory comprises a semiconductor substrate, an isolating layer, a base layer selecting grid, a base layer dielectric layer, control grid layers, a memory plugging array and a plurality of polycrystalline silicon layers. The semiconductor substrate comprises an array area and step areas and the step areas are arranged at two sides of the array area. The isolating layer, the base layer selecting grid and the base layer dielectric layer are sequentially arranged on the surface of the semiconductor substrate. The control grid layers are arranged on the surface of the base layer dielectric layer. The control grid layers further comprises a plurality of polycrystalline silicon layers and a plurality of interlayer dielectric layers arranged on the surfaces of the polycrystalline silicon layers. The memory plugging array penetrates through the control grid layers of the array area in a thickness direction. The polycrystalline silicon layers are arranged in the control grid layers of the step areas and form a ladder layer by layer from the lowermost layer to the topmost layer in a decreasing mode. Projections of steps of all levels of the ladder on the semiconductor substrate are arranged in the shape of a line, and the line is parallel to the boundaries of the array area and the step areas. According to the memory cell of the flash memory, bit density of the flash memory is improved, and cost is reduced.