Everything you wanted to know about

Memento
As the usual string of expensive summer
blockbusters
unspools,
with
its
unpredictable array of commercial triumphs
(The Mummy Returns) and disappointments
(Pearl Harbor), it should be heartening to
film fans that a classic sleeper can still
find room in a marketplace filled with
bloated extravaganzas nurtured by graysuited greedheads. For a quick spiritual
pick-me-up, consider this: On Monday, the
per-screen
average
for
writer/director
Christopher Nolans Memento a challenging
art-house noir made for $5 million and
released by a novice distributor after no
other company would touch it was but $2
less than the per-screen average of Pearl Harbor, a $200 million
mediocrity, whose lavish, flag-wrapped premiere probably cost
about the same as Mementos entire budget.
Pearl Harbor was playing on a lot more screens and making a lot
more money, of course, but per-screen average is a good indicator
of overall audience enthusiasm for a film. Pearl Harbor was also
midway through its fifth rapidly declining week in release while
Memento was still hanging in there for its 15th week. More to
the point, one film represents a triumph of writing, directing and
performance, while the other is a triumph of money, hype and and
more money. The slight possibility that, in a few more weeks,
Memento could be taking in more in absolute dollars (rather than
per-screen dollars) than Pearl Harbor, despite the full force of
the much-vaunted Disney promotional machine, is enough to make one
cackle.
Why has Memento held on for so long in the most competitive
season of the year? For one, the word of mouth has been phenomenal.
After three-something months in release, the film even entered the
list of top 10 highest-grossing films last month, and its been
resting comfortably just below the top 10 ever since.

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And theres no question that this is a film that encourages repeat

business: That is, its puzzles are so intriguing and so
impenetrable at first viewing that filmgoers are almost forced to
go back for a second look if they want to figure out just what the
hell was going on. Memento is like The Sixth Sense and The
Usual Suspects in that nearly every scene takes on a different
meaning once you know where the film is going.
Or should that be where the film has been? Unlike The Sixth
Sense and The Usual Suspects indeed, unlike almost every other
celebrated puzzle film in cinematic history Mementos puzzle
cant be undone with a simple declarative explanatory sentence.
Its riddles are tangled up in a dizzying series of ways: by an
elegant but brain-knotting structure; by an exceedingly unreliable
narrator through part of the film; by a postmodern selfreferentiality that, unlike most empty examples of the form,
thoroughly underscores the films sobering thematic meditations on
memory, knowledge and grief; and by a number of red herrings and
misleading clues that seem designed either to distract the audience
or to hint at a deeper, second layer of puzzle at work or that
may, on the other the other hand, simply suggest that, in some
respects, the director bit off more than he could chew.
All of the notices about the movie have told us that the story is
told in reverse order. We hear that Leonard, played by Guy Pearce
(L.A. Confidential), kills the murderer of his wife in the films
first scene, and that the film then moves backward from that point,
in roughly five-minute increments, to let us see how he tracked
the guy down, ending with what is, chronologically, the storys
beginning.
It turns out that this is a substantial oversimplification of the
movies structure and thats just one of the surprises that
unfolds once you look at the film closely. Some have found the
film daunting, and some critics panned it. Theyre entitled to
their opinion, but many of the negative reviews make it plain that
the critics didnt quite grasp what Nolan was doing. Its
heartening, however, that most critics at the countrys major
papers understood that the film has immense thought behind it,
both technically and thematically. Still, given the way the film
business works, critics usually have only one chance to see the
film and have to dash out a review before deadline, so even many
of the positive reviews couldnt begin to chart the films depths.
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Yet, in Web communities, critics and film fans have discussed

Mementos structure and meaning without letup. I thought I would
take the time to get to the bottom of some of its mysteries. Im
going to attempt to peel away a few layers of this prickly
artichoke of a movie.
What follows is an explication for those who have seen the film
if you havent seen it, beware, because Im going to discuss the
plot and its revelations in detail.
Not everyone may wish to go quite as far as I have four theatrical
viewings, three of them with copious note taking; a fifth viewing
on videotape, with lots of whipping back and forth to check for
differences in repeated shots, and slo-mo attention to quickcut subliminal moments; reading the published script and comparing
it to the film; reading the short story, Memento Mori, written
by Nolans brother Jonathan and credited as the films source; and
a few trips through www.otnemem.com, the films official Web site,
also by Jonathan Nolan. More than anything, Im grateful to
everyone who posted ideas about Memento in the movie conference
of the Well you know, Americas pioneering online community,
see www.well.com a whole gang of enthusiastic, contentious,
brilliant, pigheaded and articulate fans, who have more than once
opened up for me some movie that I simply did not get.

As I mentioned above, asserting that Memento is a tale told

backward is actually superficial even misleading. Nolan has in
fact done something more complicated and way more clever than that.
The shocking opening credit sequence, in which Leonard kills a
corrupt cop named Teddy (Joe Pantoliano, the ubiquitous master of
sleazebag characters, who played Ralphie on The Sopranos this
year), is the only scene that literally runs backward: In it, we
see a Polaroid photo undevelop, a bullet fly back up the barrel of
a gun and Teddy come back to life briefly after the sound of the
shot.
This scene, which is in color, is immediately followed by a blackand-white bit in which we see Leonard, in an anonymous motel room,
explaining a little about his circumstances in voice-over. The
next extended scene, back to color, finds Leonard meeting Teddy at
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his motel and then traveling to an abandoned building, whereupon

we see Leonard shoot Teddy again. (This time its even more
disturbing.)
The movie then proceeds, alternating black-and-white and color
sequences. The main narrative of the story is the backward, color
one. We stumble back in increments, and meet new characters
Teddy; a classic noir moll, Natalie; her boyfriend Jimmy; and a
drug dealer named Dodd each scene stepping back to put the
previous one a bit better in context and providing a lot of shocks,
jokes and horrors along the way. And in between each we see Leonard
back in his hotel room, in black and white, talking on the phone
and telling an oddly parallel story.
Heres what we figure out as we go: Leonard Shelby (Pearce) is a
former insurance investigator. In his previous life, intruders
rape and kill his wife one night. He kills one of them, but the
other bonks him on the head and gets away. The injury leaves him
suffering from a condition called anterograde amnesia, which means
that he cant create new long-term memories. Leonard can remember
everything prior to the accident, since his old long-term memories
are still intact; but his current attention span lasts roughly 15
minutes (and even less when hes stressed or distracted), and in
no case can any of these current memories be permanently implanted
in his brain.
Since he cant experience the passage of time, his wifes death is
always fresh to him; and so he is passionately determined to find
the remaining intruder and kill him. He reminds himself of what
hes doing through a series of notes, a pocketful of Polaroid
snapshots with helpful information written on them and (for really
important stuff) tattoos. We see that hes developed a number of
clues to the killers identity, each of these burned onto his body.
The killers name is John or James and his last name begins with
a G. Hes a drug dealer; Leonard even has the killers licenseplate number. As the movie lurches backward, we see how and where
he gleans each piece of the puzzle.
At the same time, the black-and-white scenes, which run in forward
order, find Leonard in his hotel room talking on the phone. In
these sequences, Leonard tells that parallel tale, illustrated for
us with visual flashbacks. As an insurance investigator, Leonard
had a curious case: a man, Sammy Jankis, who had an accident and

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wound up with, yes, anterograde amnesia. Leonard investigates and

ruthlessly denies the mans medical claim on the grounds that it
was a mental problem and not a physical one.
But Sammys wife cant deal with the condition: She doesnt quite
understand Leonards ruling and think it means Sammy is in a sense
faking. She suffers from diabetes, and its Sammys job to deliver
her insulin shots. So taking advantage of Sammys memory problem,
and knowing that her husband loves her and wouldnt do anything to
hurt her, she asks him to give her three or four insulin shots in
quick succession. In doing so, she has the satisfaction, as she
sinks into an irreparable coma, of proving to herself that his
condition must be real.
But its important to remember that this Gothic noir is dribbled
out to us, largely in voice-over, in short black-and-white scenes
in chronological order that alternate with the much more kinetic
and confusing main backward story line, which is told in color.
The first of the films cosmic jokes is revealed in the final color
scene (which is of course the first scene chronologically of the
color story). We see Leonard kill Jimmy, who we know is Natalies
boyfriend; with this act, Leonard thinks hes killed the man who
killed his wife. But then Teddy appears to articulate something
were just beginning to understand: Leonard has already tracked
down his wifes killer: He just doesnt remember it. Its one of
Mementos delicious ironies that the avenging murder weve
already seen Leonard accomplish is different from the one Teddys
talking about, but the net effect is the same: to give us a sudden
and monstrous realization of Leonards sanguinary condition.
Teddy even shows Leonard a Polaroid of Leonard, bloodied but
beamingly happy, pointing proudly to an empty, untattooed spot on
his breast, where we know he wants to imprint the news that he
finally avenged his wifes death. Teddy says hed taken the photo
right after the deed to give Leonard evidence that hed achieved
his desired revenge.
Teddy explains to Leonard that he has manipulated Leonard to kill
Jimmy and possibly several other similarly loathsome bottom
feeders before that. He says something to the effect that it was
to give you something to live for; of course, Teddy also has to
admit that his own motivation had a little bit to do with the
$200,000 in drug money stashed in the trunk of Jimmys Jaguar.
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Leonard gets angry, and Teddy, apparently frustrated by his lack

of memory, hits him hard with some uncomfortable truths: Leonards
wife hadnt even died, Teddy tells Leonard. She actually survived
the assault. Leonard himself had killed her, by administering
insulin shots. The Sammy Jankis business is a dreamy conflation of
a real story with events from Leonards own marriage, events so
horrifying and guilt-causing that Leonard has had to project them
onto someone else poor, hapless Sammy Jankis.
This astonishing scene at once solves one part of the movies
puzzle but creates a new one in its place. For the first, we
understand that Nolan has upended the conventions of the film noir,
in which a flawed hero tries to find some measure of justice in an
unjust world. Leonard has suddenly become an Everyman in a
potentially infinite purgatory, blindly trying to revenge an act
that has already been avenged, and finding himself manipulated,
over and over, by people who would use a splendidly configured
avenger for their own ends. (It has been hinted along the way that
even Teddys death may be the handiwork of another manipulator,
with a few hints pointing at Natalie as the possible perpetrator.)
Nolan lets us bask in this revelation for all of a minute before
unleashing another cosmic joke.
Leonard, having learned this, struggles to deal with it. He knows
he wont be able to remember what Teddy is telling him. So he
empties his gun, to fool himself into thinking he hadnt used it.
He burns the bloody and triumphant photo of himself. He pulls out
a Polaroid of Teddy and writes on it: DONT BELIEVE HIS LIES;
and he copies down Teddys license-plate number. He drives off to
have the number tattooed on his leg as a clue to help himself track
down the killer later. In effect, he turns himself into a time
bomb, ready to go off when, at a period sometime in the future
that he wont be able to appreciate fully, he will finally solve
his wifes murder again, and wreak vengeance on Teddy.
In the end, Memento rights itself, and the wronged will somehow
be avenged, in a corrupt way that is the only way to achieve
justice in a corrupt world.
Right? Perhaps.

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Once you see Memento a couple of times, you figure out the
devilish scheme Nolan has constructed. Heres how I think it works.
If we give letters to the backward color scenes and numbers to the
monochrome scenes, then what Nolan presents us with is this:
Credits, 1, V, 2, U, 3, T, 4, S, 5, R, 6, Q all the way to 20,
C, 21, B, and, finally, a scene Im going to call 22/A, for reasons
Ill explain in a minute.
What is beautifully clever here is that black-and-white scene 22,
the last sequence in the film, almost imperceptibly slips into
color and, in an almost vertiginous intellectual loop, becomes (in
real-world order) scene A, the first of the color scenes: This
then serves as the link between the forward progression of blackand-white material and the backwardly presented color stuff.
Even neater is that Nolan shoots this in such a way that very few
viewers notice the switchover: Leonard enters a dark building;
after some crucial action, he takes a Polaroid; as he shakes the
photo and the Polaroids color image fades in, so does the color
of the entire scene.
So, if you want to look at the story as it would actually transpire
chronologically, rather than in the disjointed way Nolan presents
it oh, will this ever be fun to do on DVD! you would watch the
black-and-white scenes in the same order (1 to 21), followed by
the black-and-white/color transition scene (22/A). You would then
have to watch the remaining color scenes in reverse order, from B
up to V, finishing with the opening credit sequence, in which we
see Teddy meet his maker at Leonards hands:
1, 2, 3 ,4 ,5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19,
20, 21, 22/A, B, C, D, E, F, G, H, I, J, K, L, M, N, O, P, Q, R,
S, T, U, V.
Reading the film this way, heres what happens in real-world
chronology. While things may seem confusing when you first watch
the film, Nolan has been very careful to make sure that, when
reassembled, everything in the main part of the film everyones
behavior and motivations makes perfect sense.
Leonard has been sitting around room 21 at the Discount Inn, poring
over police files, trying to locate his wifes killer. Hes talking
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on the phone, explaining his condition to someone on the phone. He

relates the story of Sammy Jankis. Then he gets paranoid and hangs
up the phone. But the person on the phone is persistent, even
slipping notes under his door. The motel clerk finally tells him
theres a guy, a cop, waiting in the lobby for him. Leonard relents
and goes out to meet him. Its Teddy. We now understand that this
is all a routine that Teddy has undergone with Leonard many times
before.
Teddys in the midst of a manipulative plan to have Leonard kill
Jimmy Grantz, a local drug dealer. He gives Leonard the address of
an abandoned building where Jimmy, who Teddy claims is the murderer
Leonard is looking for, is due to arrive. Leonard, wearing blue
jeans and driving a pickup, drives off, with Teddy following a few
minutes behind.
At the building, Leonard kills Jimmy. He switches into Jimmys
clothes and takes his car keys. Teddy arrives and throws water on
Leonards triumph: Youve already tracked down your wifes
killers, he tells him; you just forgot. Theres no such person as
Sammy Jankis. Leonards a mental case, Teddy tells him frankly.
Teddy wants the $200,000 that he knows is in Jimmys trunk.
The pissed-off Leonard decides to manipulate himself, setting up
Teddy as his next suspect; he writes himself a note, identifying
Teddys license-plate number as belonging to his wifes killer.
Leonard drives to the nearest tattoo parlor to get the number
tattooed on his thigh. Teddy follows him there and tries to get
Jimmys car keys from him. (He wants that two hundred grand in the
trunk.)
Leonard sneaks away, still wearing Jimmys threads; by now he has
no idea when or where he got these clothes or this spiffy car. But
he finds a note in Jimmys pocket and, assuming its meant for
him, he heads for Ferdys bar to meet Jimmys girlfriend, Natalie
(Carrie-Anne Moss). Natalie sees the car pull up and is surprised
that the driver isnt Jimmy. Leonard enters the bar. Natalies
heard of a guy with Leonards condition hanging around. After
testing his disability, in an unappetizing fashion, shes
persuaded that hes is on the level, and takes him to her house.
After he watches TV and consults his notes for a few hours, Natalie
returns. She surreptitiously hides all the pens and pencils in the
room and then starts insulting Leonard, provoking him until he
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punches her. While Leonard desperately searches for some way to

write a note to himself about what has just happened, Natalie goes
outside, sits in her car and smirks. After a few minutes, she slams
the car door, knocking Leonards concentration off track, and
reenters, crying about how someone named Dodd has beaten her up.
Moved, Leonard agrees to defend her from this supposed batterer.
She writes a description of Dodd for him. He gets in the car to go
after Dodd, but is immediately distracted: Teddy is waiting for
him in the car. Teddy tells him not to trust Natalie and suggests
that he stay elsewhere. He recommends the Discount Inn. Leonard
has now forgotten about the Dodd business and, more amusingly, has
also forgotten that hes already checked in at the Discount Inn,
in room 21. Friendly, greedy desk clerk Burt gladly rents him room
304 as well.
Leonard sets up shop in 304 and calls an escort service for a
hooker. He has her try to re-create the scene from the night he
and his wife were attacked. He discharges her and drives to a
trashy construction site, where he ruminates about his marriage
and burns some of his wifes belongings. He stays there all night.
As he leaves the construction site in the morning, Jimmys car is
spotted by Dodd a drug dealer who was Jimmys boss. Wanting to
know whats become of Jimmy and the money he was carrying Dodd
gives chase.
Leonard slips away and goes to Dodds motel room Natalie had
given him the address and waits for Dodd to arrive. But he
forgets where he is and why, assuming its his own motel room.
When Dodd shows up, Leonard mistakes him for an intruder and beats
him up and tosses him in a closet. Desperate, he calls the only
phone number he can find Teddys. Teddy comes over and together
they send Dodd packing. Teddy again makes efforts to get access to
the keys to Jimmys car.
Knowing from his notes that his run-in with Dodd had something to
do with Natalie, the agitated Leonard goes back to her place,
demanding an explanation. She placates him, agrees to help him
identify the owner of the license-plate number on his thigh and
takes him to bed. The next morning, they agree to meet for lunch,
after Natalie has had a chance to look up the license number.
Leonard forgets to take his motel key and leaves, but Teddy is
waiting for him. They go have lunch, after which Leonard returns

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to the Discount Inn. Realizing he doesnt have a key, he asks Burt

to let him in. Burt takes him to room 21 instead of room 304, and
Leonard realizes hes being ripped off. But before Leonard returns
to 304, he finds his note about having lunch with Natalie and
dashes off to see what info she has for him. After some banter,
Natalie gives him the DMV information, fingering Teddy as the
killer just as Leonard had planned.
He goes back to his room and calls Teddy, telling him to come right
over. At the front desk he tells Burt to let him know if Teddy
shows up, but Teddy gets there while theyre talking. Leonard
drives Teddy out to the same location where he killed Jimmy
having gotten the address from Natalie takes him inside the
building and shoots him. Its the same shooting that we saw in
reverse during the opening credits.

On this level, Memento is a persuasive piece of work a

seemingly straightforward murder mystery that ends up turning the
genre inside out. But what has seized the attention of its fans is
yet another level of meaning that Nolan seems to be working on.
Throughout, the film features visual hints some so brief as to
verge on the subliminal that call everything else in the film
into question.
For one, as Leonard narrates the conclusion of the Sammy Jankis
story, we see a serene, extended shot of poor Sammy in an insane
asylum. A figure walks across the front of the camera and
suddenly, for literally a split second of screen time, we see
Leonard himself in Sammys chair. Similarly, as Teddy berates
Leonard at the abandoned building, we see shots of Leonard himself
administering insulin to his wifes thigh. But a split second
later, we see him merely pinching that same thigh a memory
that we have seen before.
In the films final sequence the bravura 22/A as Leonard drives
around in a frenzy of mental activity, we see a rushed glimpse of
him relaxing in bed with his wife with the legend IVE DONE IT
tattooed on his breast.

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These scenes call into question the films back story everything
that happens before the black-and-white scenes. No matter how
jumbled the movies chronology is, everything Ive described in
the narrative above is stuff that we in the audience actually see.
It may be confusing, and we have good reason to doubt that anyone
is ever telling the truth, but we see what we see. We have no
reason to doubt the accuracy of what transpires. But the back story
is presented to us in flashbacks, flashbacks from the memory of a
man with brain damage.
We are told by Leonard who, remember, is a less-than-reliable,
brain-damaged source of neurological information that, in his
form of amnesia, his recall of his previous life is left intact.
Even if we accept that, theres no reason to believe that intact
is the same thing as accurate. This point may be the source of
a number of odd, unanswered questions: Leonard has a copy of a
police report, but we are given to understand that some pages are
missing. Presumably the missing pages would have included the
information that Leonards wife didnt die in the original attack.
But who took the pages? And why?
It seems that Teddys outburst at Leonard in scene 22/A answers
all the films questions. But if what Teddy says about Leonard is
true, and if Leonard can remember fully his life before the
attacks, why doesnt Leonard remember his wife had diabetes? He
says flatly that she didnt. If she didnt, then Teddys not
telling the truth.
And whats the thematic point of the Sammy story in the first
place? Is it a hint that Leonards condition may not be real? As
Leonard tells the tale, the crucial point is whether Sammy had
suffered physical brain damage or if his affliction was somehow
psychological. In the end, has Nolan taken refuge in a new version
of that hoary thriller clich, It was all a dream? Are the
confusing final scenes just evidence of Leonards brain synapses
misfiring as he sits in the asylum?
On the other hand, whats the point of a good movie about memory
if you dont leave a few things up for grabs? As Leonard himself
tells Teddy fairly early on, Memorys unreliable Memorys not
perfect. Its not even that good. Ask the police; eyewitness
testimony is unreliable Memory can change the shape of a room or
the color of a car. Its an interpretation, not a record. Memories

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can be changed or distorted, and theyre irrelevant if you have

the facts. This is the very heart of the film. Memento is a
movie largely about memory the ways in which it defines identity,
how its necessary to determine moral behavior and yet how terribly
unreliable it is, despite its crucial role in our experience of
the world.
In its own weird way, its also a tribute to grief. Grief is an
emotion largely based on memory, of course. It is one of
Mementos brilliant tangential themes that relief from grief is
dependent on memory as well and that is one of the chief hells
our unfathomable hero is subjected to. How am I supposed to heal
if I cant feel time? Leonard asks.
Still, even after so many viewings, after reading the script and
discussing the film for months, I havent been able to come up
with the truth about what transpired prior to the films action.
Every explanation seems to involve some breach of the apparent
rules of Leonards disability not merely the rules as he
explains them, but the rules as we witness them operating
throughout most of the film.
The scene of him and his wife in bed, the triumphant tattoo on his
breast, cant be a flashback. Weve seen already that he doesnt
have the tattoo, so he cant have had it in the past. How can he
remember lying in bed with his living wife, with the tattoo John
G. raped and killed my wife visible on his chest? It has to be a
fantasy, which would make sense in the context. He thinks he has
just avenged her (or has just set in motion a plan to avenge her).
Hes visualizing his own sense of satisfaction and peace.
Did Sammy kill his wife with insulin? Or did Leonard? For Leonard
to have killed his wife and then have transferred the story onto
Sammy (as Teddy claims) would require that Leonard remember an
event that happened after his accident. Yes, Leonard has a quick
memory flash of injecting his wife, but its followed by a
repetition of an earlier version of the memory, where he was merely
pinching her. So, of course, the injection memory is just the other
memory distorted by Teddys suggestion.
Except,
earlier
another
appears

several hours later in the chronology which is to say

in the film Leonard, sitting at Natalies house, has
momentary memory flash of preparing the injection. (It
to be the exact same shot as before.) Even if the image
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was a false one, influenced by what Teddy said, how can Leonard
still remember it hours later?
Who ends up in the mental hospital? Well, Leonard tells us that
Sammy ends up there. But Teddy tells us that Leonards nuts, and
then theres that flash in which we see Leonard himself there. And
Jonathan Nolans authorized Web site which apparently counts as
part of the official canon is unambiguous about Leonard being an
escapee from an asylum.
Is there an answer? I dont know. Christopher Nolan claims there
is one. In an article in New Times Los Angeles on March 15, Scott
Timberg writes: Nolan, for his part, wont tell. When asked about
the films outcome, he goes on about ambiguity and subjectivity,
but insists he knows the movies Truth whos good, whos bad,
who can be trusted and who cant and insists that close viewing
will reveal all.
But, at this point, I no longer believe him. The only way to
reconcile everything is to assume huge inconsistencies in the
nature of Leonards disorder. In fact, in real life, such
inconsistencies apparently exist, if Oliver Sacks is to be
believed. But to build the plot around them without giving us some
hints seems like dirty pool.
Still, even if it turns out that Nolan has cheated like a two-bit
grifter
in
fashioning
his
story,
Memento
remains
an
extraordinary achievement. Not only has he devised a film that
challenges its audience, demanding the sort of attention and
thought that Hollywood would never ask of viewers, but he has used
his cleverness to stir up questions and feelings about the most
basic issues of how we experience reality. In addition to being a
puzzle, Memento is a philosophical tragedy that considers issues
the makers of Pearl Harbor could never dream of.

by Andy Klein
Los Angeles film critic

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