Cool So Is Thriller This

You are a young, independent-movie director, and Oscar nominee Steven Soderbergh has just left a screening of your new film absolutely convinced that the independent-movie scene is dead. Surely this is not a good thing. But wait. Slow down. Soderbergh actually loved your movie--he's just flabbergasted because every distributor in town has seen it, and apparently nobody's had the guts to buy it. "If somebody had sent me that script, I would have asked if I could have directed it," he'll say later. "I mean, it's exactly the kind of movie I love. I sat there in the audience and felt like he made that movie for me. Personally." Soderbergh doesn't even know you. Still, he calls some distributors and demands to know why they haven't picked up your movie. "Some of them claimed not to have seen it. Others said, 'We just couldn't figure out how to sell it. It's too smart'." So your film made even independent-movie types nervous. What's your name, by the way? And what the hell kind of movie have you made?

Writer-director Christopher Nolan's "Memento" concerns Leonard Shelby (Guy Pearce), a former insurance-claims investigator trying to hunt down the man who broke into his home and murdered his wife. It's a gripping, utterly unexpected noir, glinting with bits of poetry and a hard, deadpan humor. And it goes backward. The entire movie. First we see Leonard shoot somebody in the head and, from there, every scene is a flashback, as the movie burrows closer and closer to the truth, like Harold Pinter's "Betrayal." One more thing. While trying to defend his wife, Leonard took a blow to the head, and he can no longer make new memories. Ten minutes into a conversation, he's forgotten whom he's talking to and why. How could he possibly know whom to trust? He can't even remember who anybody is. Nolan's cast members were so intrigued by his screenplay that they ripped it apart to find out what made it tick. "It meant literally pulling the pages out and putting them in a chronological order to get my logical brain around it," says Pearce. "Chris understood that I needed to do it." Sort of. "I discouraged people from reordering the script," says Nolan, 30. "But they all did it behind my back anyway."

Nolan is half American, but in person he seems emphatically British. He's self-assured, analytical and quite charming--in spite, or maybe because, of the fact that he's the slightest bit aloof. (During the "Memento" shoot, he wore a blazer even on suffocatingly hot days out of respect for the crew.) Nolan graduated from University College, London, and worked as a cameraman taping fake interviews for a company that taught executives how to answer questions from, say, NEWSWEEK, when, say, their airline's DC-10 crashed. ("The first rule is you never lie. Obfuscate? By all means.") In 1996 Nolan and friends shot a black-and-white noir called "Following" at his parents' house: "I had no money. So I'd take what I was earning in the week and buy 15 minutes of filmstock and processing, and we'd shoot 15 minutes one day a week." "Following" got raves, and had a successful, if infinitesimal, release. "We made more than the James Bond movie per print," Nolan says of the British run. He smiles. There was only one print.

In 1997 Nolan moved to the States and, on an endless drive from Chicago to L.A., his brother Jonathan told him an idea he had for a short story called "Memento Mori." The brothers decided Jonathan would write the story--it's in the March issue of Esquire--and Chris would tackle the same subject as a screenplay. Nolan later showed the backward script to Aaron Ryder, a friend at a financing and production company called Newmarket Group. The first draft must have been bewildering. What did it read like? Ryder laughs. "Stereo instructions." But the folks at Newmarket were impressed enough to finance the film. When they couldn't scare up a decent offer from a U.S. distributor, they decided to go into the distribution business themselves. At the Venice Film Festival, where audiences boo if they don't like a picture, "Memento" was met with stunned silence--and then a standing ovation that both Nolan and Ryder rank among the coolest moments of their lives.

It's difficult to imagine "Memento's" being a blockbuster. Still, it cost only about $5 million to shoot, so if--like "The Usual Suspects"--it blows some minds, insinuates its way into the culture and makes even $20 million, it'll be an unqualified success. Nolan's film demands intense concentration. It's an exhausting, exhilarating movie that reminds us how passive we've become as moviegoers. Pearce, best known as a straitlaced cop in "L.A. Confidential," is sensational as Shelby, a furious, grieving man who can remember his wife's death vividly but wouldn't recognize his new car if he didn't have a Polaroid of it. "Matrix" stars Carrie-Anne Moss and Joe Pantoliano are equally intense as a bartender named Natalie and a shifty guy named Teddy. On the back of his Polaroid of Natalie, Leonard writes, She has also lost someone. She will help you out of pity. On Teddy's, he writes, Don't believe his lies. He is the one. Kill him. "Memento" gets both the action and the tiny details right. It is a career-making movie.

You are a young, independent-movie director calling from Vancouver, where you're about to board a seaplane and scout locations for your next film. Actually, you've become a big-studio director since the last interview. You're about to direct Warner Brothers' $50 million remake of the Norwegian thriller "Insomnia." Steven Soderbergh, among others, will executive-produce. Al Pacino and Hilary Swank will star. "I'm just incredibly excited," you say. "Two Academy Award winners, for God's sake." You've heard "Memento" is getting ecstatic reviews, but you're already on to the next thing. "Memento" can take care of itself, anyway. No one--well, no one but Leonard Shelby--will forget it any time soon.

MementoNewmarket Films
Opens March 16