As if shooting and releasing his first feature film (1998’s FOLLOWING) wasn’t momentous enough an undertaking, around this time director Christopher Nolan was also undergoing a big move across the Atlantic to pursue his aspirations as a filmmaker in Los Angeles. He stopped first in Chicago to meet up with his brother Jonathan, who would be accompanying him on the cross-country drive. As they drove west, Jonathan pitched an idea for a short story called “Memento Mori”, about a man suffering from acute short-term memory loss. Instantly taken with the idea, Christopher encouraged his brother to continue developing it even as he repurposed the concept into an entirely separate story. The brothers worked independently from each other for some time afterward, giving each other notes on their respective stories while not directly adapting what the other was doing. As such, the two finished works are very dissimilar. Nolan’s finished screenplay– simply titled MEMENTO– was taken by Emma Thomas to Newmarket Films, where executives reportedly hailed the script as one of the most innovative they had ever read. With a greenlight to make MEMENTO for $4.5 million over 25 shooting days, Nolan finally had a chance to make his big break– but in order to make the best of it, he had to move quickly.
MEMENTO marks the first time that Nolan would work with established talent, but very few know just how big of a name he almost had. Before scheduling conflicts caused him to drop out, none other than Brad Pitt was originally attached to star in the role of protagonist Leonard Shelby, a former insurance claims investigator suffering from anterograde amnesia. The role was eventually filled by Guy Pearce, who delivers a breathlessly fierce performance as a man out to avenge the brutal rape and murder of his wife, despite the fact that he can’t remember what he did two minutes ago. The character of Leonard Shelby is one of the more peculiar protagonists in American cinema– driving a Jaguar he doesn’t remember how he obtained, and wearing an ill-fitting suit that he’s pretty sure he didn’t buy. Incapable of storing memories in his mind, he instead tattoos his flesh as a way to remember the clues he needs to find his wife’s killer. As such, he’s vulnerable to the designs of others with malevolent intentions, and the nature of his illness means that he can’t fully trust any relationship he has. One of these ambiguously-defined allies is Carrie-Ann Moss’ Natalie, a cocktail waitress whose boyfriend troubles might have more to do with Leonard than he realizes. Fresh off the breakout success of THE MATRIX, Moss was imaginably quite helpful in securing her co-star Joe Pantoliano for the role of Teddy, an undercover cop whose eagerness to help Leonard find his wife’s killer can’t shake a profound sense of suspiciousness about him. Seasoned character actors Stephen Tobolowsky and Mark Boone Junior also appear, with the former as a case study of Leonard’s with a similar condition and the latter as a self-advantageous motel clerk who is surprisingly honest about how he profits off Leonard’s memory loss.
MEMENTO represents a huge step up for Nolan in the visual department, thanks to a budget that’s quite generous by indie standards. On the most basic level, Nolan graduates from the square 16mm frame to the anamorphic 35mm gauge– an upgrade boosted by his first collaboration with cinematographer Wally Pfister, who would go on to become an integral creative partner for Nolan throughout his subsequent work. Pfister’s eye for stark contrast, subdued color, and naturalistic lighting mesh perfectly with Nolan’s gritty vision of a slightly-heightened reality. MEMENTO’s use of color informs its innovative and distinct non-linear structure, alternating between color and monochromatic sequences in an effort to orient the audience as to where they currently stand in the timeline. The color blue in particular becomes a potent visual signifier, appearing on doors, hotel room walls, bars, and even Leonard’s suit, almost as if they were signposts for him to follow. Nolan scraps FOLLOWING’s shaky handheld camerawork in favor of an elegant, fluid approach that favors dollies, cranes, and steadicam shots and signals his desire to merge classical filmmaking techniques with radical, almost-Cubist storytelling structures. Returning composer David Julyan serves as one of the few stylistic carryovers from FOLLOWING, crafting a brooding suite of Vangelis-style synth cues that manages to evoke old-school film noir despite its inherent electronic modernity.
MEMENTO is perhaps best-known for being “that film that plays in reverse order”, but the conceit is far from a gimmick employed to sell tickets. Building from FOLLOWING’s earlier innovations with the idea, MEMENTO solidifies the use of nonlinear storytelling devices as a major component of Nolan’s artistic aesthetic. Just as FOLLOWING’s deceptively-random ordering of scenes proves an effective way to navigate its labyrinth of deception, so too does MEMENTO’s unique structure become a key factor in the successful telling of its story. In order for the audience to empathize with his protagonist’s condition, Nolan felt the most appropriate course of action would be to tell the story in backwards chronological order– thus emulating, in a cinematic sense, what it would be like to have no short-term memory; deprived of crucial orientating information and context that we usually take for granted. It’s a radical idea– one that requires a delicate balance of finesse that a lesser filmmaker could easily stumble over. Nolan wisely uses the opening titles as an opportunity to prep his audience for his unconventional storytelling, lingering over a closeup shot of a hand shaking a developing Polaroid picture — or rather, un-developing, as the audience slowly realizes they’re watching the action unfold in backwards motion. He then shows us the immediate aftermath of Teddy’s cold-blooded execution before showing us the crucial moment itself. Its also worth noting that this opening sequence wasn’t simply shot and and then reversed in the edit suite. Nolan and company actually ran the film backwards through the camera on set– an act that reinforces his career-long commitment to capturing special effects in-camera as much as possible.
Discontent with simply presenting the film in backwards order, Nolan takes an extra step: the insertion of a parallel, forward-moving storyline that sees Leonard languishing in his motel room while talking into a telephone about his condition. Nolan separates these scenes from the A-plot by rendering them in expressionistic black and white handheld photography, in effect creating a bridge between FOLLOWING’s scrappy shoestring style and the ambitious classical style he’d adopt for the rest of his career. These brief, recurring interludes give us crucial bits of backstory and context about Leonard’s memory loss without subjecting us to tedious or unnecessary exposition. However, its within these scenes that Nolan plants the seeds for MEMENTO’s big narrative twist. This pair of parallel timelines almost-effortlessly converges at the story’s apex– a transition point that Nolan marks with a color fade so subtle that many viewers tend to miss it entirely. As he did with FOLLOWING, Nolan would subsequently assemble an alternate, aprochryphal cut of MEMENTO in proper chronological order, including it as an easter egg on the film’s home video release.
MEMENTO premiered at the 2000 Venice Film Festival to widespread critical acclaim. Executives from the major studios echoed the festival circuit’s warm embrace of the film, yet they were reluctant to claim it for distribution. The sheer power of Nolan’s vision was undeniable, but they feared that audiences would be too confused by the backwards ordering of the film. Eventually, Newmarket Films took it upon themselves to distribute– a risky move that paid off in spades when MEMENTO debuted to healthy box office and rave reviews that hailed it as one of the most original and refreshing films in years. Come awards season, MEMENTO took home several Independent Spirit Awards for Best Director, Best Feature, Best Screenplay, and Best Supporting Female. It would also go on to score Academy Award nominations for Nolan’s screenplay and Dody Dorn’s groundbreaking edit. All these plaudits earned Nolan the attention of fellow indie maverick Steven Soderbergh, who would soon become instrumental in helping him transition into studio pictures.
Simply put, Nolan was on the map– in a big way. He was leaving behind the independent sphere on a high note, with MEMENTO demonstrating his taut sense of control and vision while avoiding the distractions and indulgences that come with a significant leap in budgetary resources. FOLLOWING and MEMENTO– Nolan’s breakout pair of non-linear neo-noirs— may be small in size and scope, but Nolan’s desire for larger-scale filmmaking is already apparent In their DNA. It would only be a matter of time until he made his mark in the studio realm, but no one– not even him– could’ve ever predicted just how big that mark would be.