Development
In July 1996, brothers Christopher and Jonathan Nolan took a cross-country road trip from Chicago to Los Angeles, as Christopher was relocating his home to the West Coast. During the drive, Jonathan pitched the story for the film to his brother, who responded enthusiastically to the idea.[12] After they arrived in Los Angeles, Jonathan left for Washington, D.C., to finish college at Georgetown University. The mysterious killer character known only as "John G." was actually an homage to Jonathan's Georgetown University screenwriting professor at the time, John Glavin.[13] Christopher repeatedly asked Jonathan to send him a first draft, and after a few months, Jonathan complied.[14] Two months later, Christopher came up with the idea to tell the film backwards, and began to work on the screenplay. Jonathan wrote the short story simultaneously, and the brothers continued to correspond, sending each other subsequent revisions of their respective works.[15] Christopher initially wrote the script as a linear story, and then would "go back and reorder it the way it is on screen to check the logic of it."[16] Nolan was also influenced by the short story "Funes the Memorious" by Jorge Luis Borges. "I think Memento is a strange cousin to 'Funes the Memorious'—about a man who remembers everything, who can't forget anything. It's a bit of an inversion of that."[17]
Jonathan's short story, titled "Memento Mori", is radically different from Christopher's film, although it maintains the same essential elements. In Jonathan's version, Leonard is instead named Earl and is a patient at a mental institution.[18][19] As in the film, his wife was killed by an anonymous man, and during the attack on his wife, Earl lost his ability to create new long-term memories. Like Leonard, Earl leaves notes to himself and has tattoos with information about the killer. However, in the short story, Earl convinces himself through his own written notes to escape the mental institution and murder his wife's killer. Unlike the film, there is no ambiguity that Earl finds and kills the anonymous man.[19]
In July 1997, Christopher Nolan's girlfriend (later wife) Emma Thomas showed his screenplay to Aaron Ryder, an executive for Newmarket Films. Ryder said the script was, "perhaps the most innovative script I had ever seen",[20] and soon after, it was optioned by Newmarket and given a budget of $4.5 million. [5] Pre-production lasted seven weeks, during which the main shooting location changed from Montreal, Quebec to Los Angeles, California, to create a more realistic and noirish atmosphere for the film.[21]
Casting
Brad Pitt was initially slated to play Leonard. Pitt was interested in the part, but passed due to scheduling conflicts.[22][23] Other considered actors included Charlie Sheen, Alec Baldwin, Aaron Eckhart (who would later work with Nolan on The Dark Knight) and Thomas Jane, but the role went to Guy Pearce, who impressed Nolan the most. Pearce was chosen partly for his "lack of celebrity" (after Pitt passed, they "decided to eschew the pursuit of A-list stars and make the film for less money by using an affordable quality actor"), and his enthusiasm for the role, evidenced by a personal phone call Pearce made to Nolan to discuss the part.[24][25]
After being impressed by Carrie-Anne Moss's performance as Trinity in the 1999 science fiction film The Matrix, Jennifer Todd suggested her for the part of Natalie. While Mary McCormack lobbied for the role, Nolan decided to cast Moss as Natalie, saying, "She added an enormous amount to the role of Natalie that wasn't on the page". [26] For the corrupt police officer Teddy, "comedian Denis Leary was mentioned, though proved unavailable".[27] Moss suggested her co-star from The Matrix, Joe Pantoliano.[28] Although there was a concern that Pantoliano might be too villainous for the part, he was still cast, and Nolan said he was surprised by the actor's subtlety in his performance.[27]
The rest of the film's characters were quickly cast after the three main leads were established. Stephen Tobolowsky and Harriet Sansom Harris play Sammy Jankis and his wife, respectively. Mark Boone Junior landed the role of Burt, the motel clerk, because Jennifer Todd liked his "look and attitude" for the part (as a result he has re-appeared in minor roles in other productions by Nolan).[29] Tobolowsky said that he took the role of Sammy Jankis as he liked the script and also he knew the role was perfect for him as he had suffered from amnesia in real life.[30]
Filming
Filming took place from September 7 to October 8, 1999,[31] a 25-day shooting schedule. Pearce was on set every day during filming, although all three principal actors (including Pantoliano and Moss) performed together only on the first day, shooting exterior sequences outside Natalie's house. All of Moss' scenes were completed in the first week,[32] including follow-up scenes at Natalie's home, Ferdy's bar, and the restaurant where she meets Leonard for the final time.
Pantoliano returned to the set late in the second week to continue filming his scenes. On September 25, the crew shot the opening scene in which Leonard kills Teddy. Although the scene is in reverse motion, Nolan used forward-played sounds.[33] For a shot of a shell casing flying upwards, the shell had to be dropped in front of the camera in forward motion, but it constantly rolled out of frame. Nolan was forced to blow the casing out of frame instead, but in the confusion, the crew shot it backwards.[33] They then had to make an optical (a copy of the shot) and reverse the shot to make it go forward again. "That was the height of complexity in terms of the film", Nolan said. "An optical to make a backwards running shot forwards, and the forwards shot is a simulation of a backwards shot."[34]
The next day, on September 26, Larry Holden returned to shoot the sequence where Leonard attacks Jimmy.[35] After filming was completed five days later, Pearce's voice-overs were recorded. For the black-and-white scenes, Pearce was given free rein to improvise his narrative, allowing for a documentary feel.[34]
The Travel Inn in Tujunga, California, was repainted and used as the interior of Leonard's and Dodd's motel rooms and the exterior of the film's Discount Inn. Scenes in Sammy Jankis' house were shot in a suburban home close to Pasadena, while Natalie's house was located in Burbank.[36] The crew planned to shoot the derelict building set (where Leonard kills Teddy and Jimmy) in a Spanish-styled brick building owned by a train company. However, one week before shooting began, the company placed several dozen train carriages outside the building, making the exterior unfilmable. Since the interior of the building had already been built as a set, a new location had to be found. An oil refinery near Long Beach was used instead, and the scene where Leonard burns his wife's possessions was filmed on the other side of the refinery.[37]
Music
David Julyan composed the film's synthesized score. Julyan acknowledges several synthesized soundtracks that inspired him, such as Vangelis's Blade Runner and Hans Zimmer's The Thin Red Line.[38] While composing the score, Julyan created different, distinct sounds to differentiate between the color and black-and-white scenes: "brooding and classical" themes in the former, and "oppressive and rumbly noise" in the latter.[39] Since he describes the entire score as "Leonard's theme", Julyan says, "The emotion I was aiming at with my music was yearning and loss. But a sense of loss you feel but at the same time you don't know what it is you have lost, a sense of being adrift."[40]
Initially, Nolan wanted to use Radiohead's "Paranoid Android" during the end credits, but he was unable to secure the rights.[41] Instead, David Bowie's "Something in the Air" is used, although another of Radiohead's songs, an extended version of "Treefingers", is included on the film's soundtrack.[42]
