This paper aims to outline, and argue for, an approach to episodic memory broadly in the spirit of knowledge-first epistemology. I discuss a group of influential views of epsiodic memory that I characterize as ‘two-factor accounts’, which have both proved popular historically and have also seen a resurgence in recent work on the philosophy of memory. What is common to them is that they try to give an account of the nature of episodic memory in which the concept of knowledge (...) plays no explanatory role. I highlight some parallels between these two-factor accounts and attempts to give a reductive definition of knowledge itself. I then discuss some problems two-factor accounts of episodic memory face in explaining the distinctive sense in which episodic recollection involves remembering personally experienced past events, before sketching an alternative approach to episodic memory, which takes as basic the idea that episodic memory involves the retention of knowledge. I argue that we can give an exhaustive constitutive account of what episodic memory is, and how it differs from other types of mental states, by considering what particular type of knowledge is retained in episodic memory, and what exactly having that knowledge consists in. (shrink)