Memristors promise to allow high levels of compaction in computing systems because these elements combine memory and switching functionality. This can be utilized to overcome some of the hardware challenges in compressive sensing architectures. In this paper, we propose a compressive sensing system architecture that uses a memristor-based random modulator. The gains of using such a memristor-based modulator mainly stem from replacing memory blocks and many of the switching components typically used in compressive sensing. We discuss some of these benefits and the design considerations that need to be addressed in memristor-based compressive sensing architectures. © 2012 IEEE.