Objective: Postoperative cognitive dysfunction (POCD) is a frequent complication after anesthesia and propofol is an intravenous anesthetic agent that has been proved to cause cognitive dysfunction. There are many risk factors such as age for POCD. Memantine has beneficial effects on memory deficits and learning process. Besides, it has neuroprotective effects and can be used in treatment of chronic pain syndromes. This study was designed to determine the effects of memantine on recovery, cognitive functions and pain in aged rats undergoing general anesthesia with propofol.