Memento (2000)
         
Directed by Christopher Nolan           
         
Screenplay by Christopher Nolan, from a story by Jonathan Nolan.
         
Shooting script, 08/4/99
       
Guy Pearce ............ Leonard Shelby
Carrie-Anne Moss ............. Natalie
Joe Pantoliano ................. Teddy
Mark Boone Junior ............... Burt
Stephen Tobolowsky ...... Sammy Jankis
Jorja Fox ............. Leonard's Wife
Harriet Sansom Harris..... Mrs. Jankis
Callum Keith Rennie ............. Dodd
Larry Holden  ........... Jimmy Grantz
Thomas Lennon ................. Doctor
Russ Fega ..................... Waiter
Kimberly Campbell ............. Blonde
Marianne Muellerleile ...... Tattooist
       

     FADE IN:

 1   INT. DERELICT HOUSE DAY [[COLOUR SEQUENCE]]                              1   

     A POLAROID PHOTOGRAPH, clasped between finger and thumb: a crude, crime 
     scene flash picture of a MAN’S BODY lying on a decaying wooden floor, 
     a BLOODY MESS where his head should be.

     The image in the photo starts to FADE as we SUPER TITLES. The hand 
     holding the photo suddenly FANS it in a rapid FLAPPING motion, then 
     holds it still. The image fades more, and again the picture is FANNED.

     As TITLES END the image fades to nothing. The hand holding the photo 
     FLAPS it again, then places it at the front of a POLAROID CAMERA.

     The camera SUCKS the blank picture up, then the FLASH BURSTS.

     The Polaroid camera is lowered, revealing the sweaty, heavy- breathing 
     face of LEONARD (mid-30’s). There are droplets of blood across his 
     face. Leonard stares, satisfied, at something on the ground in front 
     of him. There is WET BLOOD on his BLUE SHIRT and BEIGE SUIT. His hand 
     opens and catches a HANDGUN which leaps up into his grasp.

     Still staring, he crouches down and pulls a BODY off the floor by the 
     wet hair of its BLOODY HEAD. He slowly inserts the barrel of the gun 
     into the bloody mess where the mouth should be.

     Leonard FLINCHES. A DEAFENING ROAR as wet red leaps off his face and 
     suit and head, with a SPASM, reassembles itself into the face of TEDDY 
     (40’s, moustache) and we-

                                                          CUT TO:

 2   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                      2   

     Close on Leonard’s eyes. He rolls them to one side, then turns his 
     head.

                           LEONARD (V.O.)
               So where are you?

     Leonard lifts his head. He is lying on a queen-sized bed.

                           LEONARD (CONT'D)
               You’re in some motel room.

                                                          CUT TO:

 3   EXT. DERELICT BUILDING - DAY [[COLOUR SEQUENCE]]                         3   

     A late model Jaguar bumps across some railroad tracks and approaches a 
     large, clearly abandoned DERELICT BUILDING.

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 2
     7-19-01                                                     


     Leonard is driving. He wears a BEIGE SUIT and BLUE SHIRT (no blood). 
     Next to him is TEDDY. Leonard stops the car next to a PICKUP TRUCK 
     sitting Outside the derelict building. Leonard kills the engine, staring 
     at the pickup.

                           LEONARD
               Looks like somebody’s home.

     Teddy looks from Leonard to the pickup and back.

                           TEDDY
               That thing’s been here for years.

     Leonard gets out of the Jaguar and moves to the pickup. He inspects it 
     with a methodical, practiced eye. Teddy follows.

                           LEONARD
               I think you’re wrong. These tracks 
               aren’t more than a few days old.

     Leonard opens the door of the pickup and searches the interior. On the 
     dirty vinyl of the passenger seat he finds  six BULLETS. Leonard picks 
     two of them up and studies them.  He drops them onto the dashboard 
     then SHUTS the door.

                           LEONARD (CONT'D)
               Let’s take a look inside.

     Leonard walks towards the house, patting his jacket pockets.

     Teddy leans on the pickup, uneasy, watching Leonard.

 4   INT. DERELICT BUILDING — DAY [[COLOUR SEQUENCE]]  4                      4   

     Leonard stands in the dimly-lit, decaying former hallway. He pulls a 
     stack of POLAROID PHOTOGRAPHS out of his pocket and leafs through them 
     as Teddy starts walking towards him.

     Leonard finds a photo showing Teddy with a shit-eating grin standing 
     in front of the pickup truck. On the broad white strip beneath the 
     photo is handwritten:

     "TEDDY GAMMELL TEL. 555 0134"

     Leonard flips the photo over. On the white strip on the back, in the 
     same small handwriting.

     "DON’T LISTEN TO HIS LIES"

     "HE IS THE ONE"

     "KILL HIM"

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 3
     7-19-01                                                     


                           LEONARD (V.0.)
               I’ve finally found him. How long 
               have I been looking? Leonard stuffs 
               the Polaroids back into his pocket, 
               reaches around to the back of his 
               waistband and draws a HANDGUN, keeping 
               it out of Teddy’s line of sight. 
               Teddy enters, wary.

                           TEDDY
               Find anything? Didn’t think so, let’s 
               go, yeah?

     Leonard neither replies nor turns around. Teddy, worried, affects a 
     casual air, shrugging dismissively,

                           TEDDY (CONT’D) (CONT'D)
               Fuck this.

     Teddy turns and heads for the door. Leonard LEAPS on him, pistol-
     whipping him furiously as he shouts:

                           LEONARD
               YOU PAY FOR WHAT YOU DID! YOU BEG 
               FORGIVENESS, THEN YOU PAY!

     Teddy is down. Leonard DRAGS him back, deeper into the dark house. 
     Leonard is in a frenzy. He dumps Teddy at the end of the hall and stands 
     over him. Teddy SPITS BLOOD.

                           TEDDY
               You don’t have a clue, you freak.

     Leonard crouches down and grabs Teddy by the lapels.

                           LEONARD
               Beg my forgiveness! Beg my wife’s 
               forgiveness before I blow your brains 
               out!

                           TEDDY
               Leonard, you don’t have a clue what’s 
               going on. You don’t even know my 
               name.

                           LEONARD
                    (triumphant smile)
               Teddy!

                           TEDDY
               You read it off your fucking photo. 
               You don’t know me, you don’t even 
               know who you are.

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 4
     7-19-01                                                     


                           LEONARD
               I’m Leonard Shelby, I’m from San 
               Francisco and I’m--

                           TEDDY
                    (bloody grin)
               That’s who you were, you don’t know 
               who you are.

                           LEONARD
               Shut your mouth!

                           TEDDY
               Lemme take you down in the basement 
               and show you what you’ve become.

     Teddy gestures towards the basement door, in pain, but enjoying 
     Leonard’s growing anxiety.

                           TEDDY (CONT'D)
                    (intimate)
               C’mon, Lenny -- we’ll take a look 
               down there together. Then you’ll 
               know. You’ll know what you really 
               are.

     Leonard glances fearfully at the door, then looks at Teddy.

     He THRUSTS the barrel of his gun into Teddy’s mouth and WE ARE AT THE 
     SHOT FROM THE END OF THE OPENING SEQUENCE. Teddy panics, shaking his 
     head, trying to talk around the metal, but GAGS just as Leonard pulls 
     the trigger. A SHOT rings out as we

                                                          CUT TO:

 5   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                      5   

     Leonard lies on the queen-sized bed. He lifts his head.

                           LEONARD (V.O.)
               So you’re in some motel room...

     He gets up, surveys the room as if for the first time. He wears BOXERS 
     and a PLAID WORK SHIRT.

                           LEONARD (CONT'D)
               ... you don’t know how long you’ve 
               been there, or how you got there...

     There is a room key on the dresser. The plastic tag identifies it as 
     the key to ROOM 21. Leonard opens drawers in the room.

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 5
     7-19-01                                                     


                           LEONARD (CONT'D)
               Just some anonymous motel room. Won’t 
               tell you anything. Nothing in the 
               drawers, but you look anyway.

     He reaches for the bedside table drawer.

                           LEONARD (CONT'D)
               Nothing except the Gideon Bible.

     He opens the drawer to find a Gideon Bible.

                                                          CUT TO:

 6   INT. DISCOUNT INN OFFICE - DAY [[COLOUR SEQUENCE]]                       6   

     E.C.U. of fingers rifling bills in a wallet. Leonard counts out some 
     money and hands it to the fat, sweaty middle—aged man behind the 
     counter. (BURT). Burt takes the money, spotting something over Leonard’s 
     shoulder.

                           BURT
               That guy’s here already.

     Burt TAPS the POLAROID PHOTOGRAPH of Teddy which is sitting on the 
     counter. Leonard picks up the photo and turns to see Teddy APPROACHING 
     the glass door of the office. Leonard watches carefully as Teddy 
     shambles up to the office door. A BELL CHIMES as Teddy enters and breaks 
     into his shit-eating grin. Leonard slips the photo into his pocket.

                           TEDDY
               Lenny!

     Leonard nods in apparent recognition, wary.

                           LEONARD
               It’s Leonard... like I told you 
               before.

     Teddy pretends to think hard.

                           TEDDY
               Did you? I musta forgot. I’m Teddy. 

                           LEONARD
                    (smiles)
               I guess I’ve told you about my 
               condition.

     Teddy grins and holds the door open for Leonard.

                           TEDDY
               Only every time I see ya!

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 6
     7-19-01                                                     


 7   EXT. DISCOUNT INN CAR PARK - DAY [[COLOUR SEQUENCE]]                     7   

     Teddy starts for a GREY SEDAN. Leonard pauses behind him.

                           LEONARD
               My car.

     Teddy glances back in surprise.

                           TEDDY
               This is your car.

                           LEONARD
                    (shakes head)
               You’re in a playful mood.

     Leonard holds up a Polaroid of a late model JAGUAR.

                           LEONARD (CONT'D)
               Shouldn’t make fun of somebody’s  
               handicap.

     Teddy smiles and heads for the BRAND-NEW JAGUAR parked several cars 
     further down.

                           TEDDY
               Just trying to have a little fun.

 8   INT. CAR - DAY [[COLOUR SEQUENCE]]                                       8   

     Leonard drives, Teddy admires the new car’ s interior, reaching down 
     around the seats, exploring the car with his hands.

                           TEDDY
               Roll your window up, will ya?

     Leonard hits his window button. A few fragments of safety glass rise 
     out of the door, remnants of a broken window.

                           LEONARD
               It’s broken.

     Teddy looks, curious.

                           TEDDY
               I can get that fixed for you.

     Leonard shrugs.

                           TEDDY (CONT'D)
               So where are we going, Sherlock?

     Leonard fishes a note out of his pocket.

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 7
     7-19-01                                                     


                           LEONARD
               I got a lead on a place.

     Leonard checks the note, then hands it to Teddy.

                           TEDDY
                    (surprised at the 
                    note)
               What the hell you want to go there 
               for?

                           LEONARD
               You know it?

                           TEDDY
               Yeah, it’s just this fucked-up 
               building. Why are we going there?

                           LEONARD
                    (smiling)
               I don’t remember.

 9   EXT. CONTINUOUS - DERELICT BUILDING — DAY [[COLOUR SEQUENCE]]            9   

     The Jaguar crosses the railroad tracks and approaches the DERELICT 
     BUILDING. Leonard stops the car next to the PICKUP TRUCK and kills the 
     engine, staring at the pickup.

                           LEONARD
               Looks like somebody’s home.

10   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   10   

     Leonard, wearing BOXERS and PLAID WORK SHIRT, takes the GIDEON BIBLE 
     out off the open bedside table drawer.

                           LEONARD (V.O.)
               Nothing except the Gideon Bible.

     He leafs through a couple off pages, then DROPS the Bible back into 
     the drawer and shuts it. He notices a MESSAGE written on the back off 
     his hand:

     "REMEMBER SAMMY JANKIS"

                           LEONARD (CONT'D)
               Sammy Jankis had the same problem. 
               He tried writing himself notes. Lots 
               of notes. But he’d get confused.

     Leonard licks his thumb, and rubs at the writing. To Leonard’s surprise, 
     IT DOES NOT EVEN SMUDGE.

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 8
     7-19-01                                                     


     He notices his bare legs. There is a NOTE taped to his RIGHT THIGH 
     with a handwritten message:

     "SHAVE"

     Leonard pulls the note off, studying it carefully.

                                                          CUT TO:

11   INT. DISCOUNT INN ROOM 304 DAY [[COLOUR SEQUENCE]]                      11   

     Close on the Polaroid of Teddy. Leonard flips it over. On the back are 
     the messages:

     "DON’T BELIEVE HIS LIES"

     "HE IS THE ONE"

     Leonard writes another message beneath these two:

     "KILL HIM"

     He sticks the photo of Teddy BETWEEN HIS TEETH as he holds his HANDGUN 
     up and checks that it is loaded. He sticks the GUN in the back of his 
     waistband, the PHOTO in his jacket pocket, slings the POLAROID CAMERA 
     over his shoulder.

12   EXT. DISCOUNT INN DAY [[COLOUR SEQUENCE]]                               12   

     Leonard leaves room 304 and heads to the office. He pauses just outside 
     the glass door, breathing, psyching himself up.

13   INT. DISCOUNT INN OFFICE DAY [[COLOUR SEQUENCE]]                        13   

     Leonard enters , confident, smiling at the man behind the desk, BURT 
     (fat, sweaty, 40’s). Burt smiles back.

                           BURT
               Hiya.

                           LEONARD
               I’m Mr. Shelby from 304.

                           BURT
               What can I do for you, Leonard?

                           LEONARD
               I’m sorry... um... ?

                           BURT
               Burt.

                                                       (CONTINUED)

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     Screenplay-Memento                                      p. 9
     7-19-01                                                     


                           LEONARD
               Burt, I’m not sure, but I may have 
               asked you to hold my calls

                           BURT
               You don’t know?

                           LEONARD
               I think I may have. I’m not good on 
               the phone.

                           BURT
                    (nods)
               You said you like to look people in 
               the eye when you talk to them. Don’t 
               you remember?

                           LEONARD
               That’s the thing. I have this 
               condition.

                           BURT
               Condition?

                           LEONARD
               I have no memory.

                           BURT
               Amnesia?

                           LEONARD
               No. It’s different. I have no short-
               term memory. I know who I am and all 
               about myself, but since my injury I 
               can’t make any new memories.  
               Everything fades. If we talk for too 
               long, I’ll forget how we started. I 
               don’t know if we’ve ever met before, 
               and the next time I see you I won’t 
               remember this conversation. So if I 
               seem strange or rude, that’s 
               probably...

     He notices that Burt is staring at him as if he were an exotic insect.

                           LEONARD (CONT'D)
               I’ve told you this before, haven’t 
               I?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 10
     7-19-01                                                     


                           BURT
                    (nods)
               I don’t mean to mess with you. It’s 
               just so weird. You don’t remember me 
               at all, and we talked a bunch of 
               times.

     Leonard shrugs.

                           BURT (CONT’D) (CONT'D)
               What’s the last thing you remember?

     Leonard looks through Burt, thinking.

                           LEONARD
               My wife.

                           BURT
                    (fascinated)
               What’s it like?

                           LEONARD
               Like waking. Like you always just 
               woke up.  

                           BURT
               That must suck. All... backwards.  

     Leonard raises his eyebrows in enquiry.  

                           BURT
               Well, like.. you gotta pretty good 
               idea of what you’re gonna do next, 
               but no idea what you just did. 
                    (chuckles))
               I’m the exact opposite. 

                           LEONARD
                    (focuses on Burt)
               How long have I been here?

                           BURT
               Couple days.

                           LEONARD
               So you’re holding my calls?

                           BURT
               As requested.

     Leonard reaches into his pocket and pulls out his Polaroids

                                                       (CONTINUED)

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     Screenplay-Memento                                     p. 11
     7-19-01                                                     


                           LEONARD
               Okay, but this guy’s an exception.

     Leonard places the Polaroid of Teddy on the counter in front of Burt. 
     Burt looks at it.

                           LEONARD (CONT'D)
               Know this guy?

                           BURT
               Your friend, right?

                           LEONARD
               What makes you think he’s my friend?

                           BURT
               Seen you together, that’s all.

                           LEONARD
               He’s not my friend, Burt. But if he 
               calls, or if he turns up here, then 
               you give me a call in my room, okay?

                           BURT
               Sure. But nobody else, right?

                           LEONARD
               Just this guy.

     Leonard indicates the Polaroid of Teddy.

                           LEONARD (CONT'D)
               I hope my condition won’t be a problem 
               for you.

                           BURT
               Not if you remember to pay your bill.

     Leonard smiles and reaches into his wallet.

     E.C.U. of fingers rifling bills in a wallet. Leonard counts out some 
     money and hands it to Burt. Burt takes the money, spotting something 
     over Leonard’s shoulder.

                           BURT (CONT'D)
               That guy’s here already.

     Burt TAPS the POLAROID PHOTOGRAPH of Teddy which is sitting on the 
     counter. Leonard picks up the photo and turns to see Teddy APPROACHING 
     the glass door of the office.

                                                          CUT TO:

                                                       (CONTINUED)

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     Screenplay-Memento                                     p. 12
     7-19-01                                                     


14   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     14   

     Leonard, in boxer shorts and plaid work shirt, rips the note from his 
     thigh. The note says "SHAVE".

15   INT. MOTEL ROOM 21 BATHROOM DAY ##BLACK AND WHITE                       15   

                           SEQUENCE##
               Leonard enters, sees a WHITE PAPER 
               BAG on the counter by the sink. On 
               the bag is a handwritten message:

     "SHAVE THIGH"

     Leonard looks into the bag, then pulls out a can of SHAVING FOAM, and 
     a pack of DISPOSABLE RAZORS. He runs the hot water, steps back and 
     lifts his foot onto the sink. He is awkward and uncomfortable. He 
     notices an ICE BUCKET by the sink.

16   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     16   

     Leonard sits on the bed applying SHAVING FOAM to his thigh.

     The ICE BUCKET sits on the bedside table, steaming.

     Leonard starts awkwardly SHAVING his right thigh. The PHONE RINGS and 
     Leonard FLINCHES, NICKING his leg. He looks at the phone, then reaches 
     for the receiver.

17   INT. A RESTAURANT RESTROOM - DAY [[COLOUR SEQUENCE]]                    17   

     Leonard, in BEIGE SUIT and BLUE SHIRT flushes the urinal, then moves 
     to the sink and starts washing his hands. He notices a MESSAGE written 
     on the back of his hand.

     "REMEMBER SAMMY JANKIS"

     He stares at the message for a second, thoughtful, then tries to scrub 
     the writing off his skin. To his surprise, it is INDELIBLE. Leonard 
     looks at it, quizzical, then notices some markings on his wrist, pulling 
     his sleeve back to get a better look. He can read the start of a 
     message:

     "THE FACTS:"

     Leonard is about to roll his sleeve up further when the restroom door 
     opens and a MAN enters. Leonard dries his hands, then exits the rest 
     room.

18   INT. RESTAURANT - DAY [[COLOUR SEQUENCE]]                               18   

     Leonard emerges into the waiting area of a crowded restaurant. He 
     glances around, lost, then pulls out his Polaroids, flipping through

                                                       (CONTINUED)

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     Screenplay-Memento                                     p. 13
     7-19-01                                                     


     them. Someone taps him on his shoulder and he turns to see the smiling 
     face of a waiter.

                           WAITER
               Sir? You left these at your table.

     Leonard looks down. The waiter hands him a BROWN ENVELOPE and a MOTEL 
     ROOM KEY (DISCOUNT INN, ROOM 304). On the envelope is a handwritten 
     message:

     "FOR LEONARD, FROM NATALIE"

     Leonard looks at his Polaroid photograph of the outside of the Discount 
     Inn motel. There is an address written beneath it (7254 Lincoln Street). 

                           LEONARD
               Thanks. Lincoln Street?

     The Waiter glances at his Polaroid.

                           WAITER
               You wanna go east on sixth.
                    (points)
               Just keep straight, all the way out 
               of town, then take a right.

     

19   EXT./INT. JAGUAR DAY [[COLOUR SEQUENCE]]                                19   

     Leonard drives, consulting his Polaroid photos.

20   EXT. DISCOUNT INN ROOM 304 DAY [[COLOUR SEQUENCE]]  20                  20   

     Leonard, BROWN ENVELOPE in hand, finds the door to room 304.

21   INT. DISCOUNT INN ROOM 304 DAY [[COLOUR SEQUENCE]]  21                  21   

     Leonard enters, looks around as if for the first time. An anonymous 
     motel room, except that tacked to one wall is a HAND-DRAWN CHART showing 
     the layout of some streets, and stuck to the edges of the chart are 
     POLAROID PHOTOGRAPHS, with ARROWS DRAWN from each photograph to a spot 
     on the map.

     Leonard inspects the photos. Some are buildings, some are people. All 
     have the HANDWRITTEN NOTES on the broad white strip underneath the 
     image.

     Leonard gets Polaroids out of his pocket. The first one is of the 
     Discount Inn. He STICKS it onto an already-squashed lump of blue tack 
     at the end of an ARROW drawn from a location on the outskirts of town.

                                                       (CONTINUED)

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     Screenplay-Memento                                     p. 14
     7-19-01                                                     


     The second photo is a blurred shot of a Brunette turning in a doorway. 
     The name NATALIE is written under the picture.

     Leonard flips it over. On the back are two handwritten messages. The 
     first one has been completely scribbled over, but the other one reads:

     "SHE HAS ALSO LOST SOMEONE, SHE WILL HELP YOU OUT OF PITY"

     Leonard nods, then sticks the photo to the chart. He steps back looking 
     over the Polaroids one by one: Natalie, Burt, Discount Inn, Teddy. 
     Leonard sits at the desk and opens the BROWN ENVELOPE. He takes out a 
     photocopy of a CAR REGISTRATION and a DRIVER’S LICENSE. Both are in 
     the name of JOHN EDWARD GAMMELL, but  when Leonard looks at the picture 
     on the license, he recognizes the face. Leonard moves back to his wall 
     chart, finds the Polaroid of Teddy and compares it to the license photo.

                           LEONARD (V.O.)
               This guy told me his name was Teddy.

     He turns the photo over and examines the white stop on the back. It 
     says only:

     "DON’T BELIEVE HIS LIES"

     Leonard smiles. He goes to the phone and dials the number on the 
     Polaroid. A couple of rings, then it’s answered.

                           TEDDY
               Yup?

                           LEONARD
               Mr Gammell?

                           TEDDY
               Lenny, is that you?

                           LEONARD
               John Gammell?

                           TEDDY
               Lenny, it’s Teddy. Look, stay there, 
               okay? I’m gonna be right over.

                           LEONARD
               I’ll be waiting. 

     Leonard hangs up, thinking. He looks at the writing on the back of his 
     hand, then pulls back his sleeve to reveal the words:

     "THE FACTS:"

     Leonard removes his jacket, then starts pulling off his shirt.

                                                       (CONTINUED)

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     Screenplay-Memento                                     p. 15
     7-19-01                                                     


     He has WRITING TATTOOED ALL OVER HIS CHEST, STOMACH AND ARMS.  MESSAGES 
     in different styles of writing, some CRUDE, some ELABORATE. The messages 
     run in all directions, some UPSIDE- DOWN, some BACKWARDS. Leonard 
     examines his tattoos, methodically. From Leonard’s pov, the most 
     striking is an upside—down tattoo on his BELLY which says:

     "PHOTOGPAPH: HOUSE, CAR, FRIEND, FOE"

     On one FOREARM it says:

     "THE FACTS:

     FACT 1. MALE

     FACT 2. WHITE"

     ON THE OTHER FOREARM:

     "FACT 3. FIRST NAME: JOHN OR JAMES FACT 4. LASTNAME: G-------"

     Leonard pulls down his trousers. On his right THIGH, crudely-lettered:

     "FACT 5. DRUG DEALER"

     And immediately below this, in elegant, neat lettering:

     "FACT 6. CAR LICENSE NUMBER: SG13 7IU"  

     Leonard takes out the REGISTRATION DOCUMENT and examines it.

     Holding the photo of Teddy and the registration document, Leonard checks 
     off his TATTOOED FACTS:

                           LEONARD
                    (under his breath)
               White... male. First name... John. 
               Last name... G for Gammell. Drugs. 
               License plate.
                    (checks document 
                    against tattoo on 
                    thigh)
               SG... 13... 7... IU. It’s him. It’s  
               actually him.

     Leonard looks coldly at Teddy’s smiling image.

                           LEONARD (CONT'D)
               I found you, you fuck.

     Leonard turns the photo face down, takes a pen and writes:

                                                       (CONTINUED)

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     Screenplay-Memento                                     p. 16
     7-19-01                                                     


     "HE IS THE ONE"

     Leonard drops the pen. Thinks. He looks at his chest through the mirror 
     and a backwards tattoo suddenly BECOMES CLEAR:

     "JOHN G. RAPED AND MURDERED MY WIFE"

     Leonard buttons his blue shirt, then writes on the back of Teddy’s 
     picture:

     "KILL HIM"

     Leonard sticks the photo of Teddy BETWEEN HIS TEETH as he holds his 
     HANDGUN up and checks that it is loaded. He sticks the GUN in the back 
     of his waistband.

22   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     22   

     Leonard, in his boxers and plaid work shirt, shaving foam on thigh, 
     drops his disposable razor and cautiously picks up the RINGING PHONE.

                           LEONARD
               Who is this?

     (listens) He unbuttons his shirt.

                           LEONARD (CONT'D)
               And we spoke earlier? I don’t remember 
               that.
                    (listens)
               Well, yeah, but it’s not amnesia. I 
               remember everything from before my 
               injury, I just can’t make any new 
               memories.
                    (listens)

     Leonard pulls his shirt off. There is a BANDAGE on his LEFT ARM. He 
     looks down at the TATTOOS ALL OVER HIS CHEST, STOMACH AND ARMS.

                           LEONARD (CONT'D)
               So I can’t remember talking to you. 
               What did we talk about?
                    (nods)
               Sammy Jankis. Yeah, I guess I tell 
               people about Sammy to help them 
               understand. Sammy’s story helps me 
               understand my own situation.

     Leonard touches the tattoo on the back of his hand.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 17
     7-19-01                                                     


                           LEONARD (CONT'D)
               Sammy Jankis wrote himself endless 
               notes. But he’d get mixed up. I’ve 
               got a more graceful solution to the 
               memory problem. I’m disciplined and 
               organized.  I use habit and routine 
               to make my life possible. Sammy had 
               no drive. No reason to make it work.

     Leonard can see his reflection in the mirror. He studies the tattoo 
     across his chest:

     "JOHN G. RAPED AND MURDERED MY WIFE".

                           LEONARD (CONT'D)
               Me? I gotta reason.

     

23   EXT. THE CITY GRILL ON MAIN ST. - DAY [[COLOUR SEQUENCE]]               23   

     Leonard parks the Jaguar, gets out, stops outside the door to

     a restaurant, checking its name against a NOTE, written on a SMALL 
     PAPER BAG FROM A PHARMACY. The note says: 

     "CITY GRILL, MAIN ST. THURSDAY, 1.00 PM MEET NATALIE FOR INFO"

     He sticks the note in his pocket and pulls out his Polaroid photographs. 
     He flips through them until he finds Natalie’s.

     Leonard flips the picture over. On the back are two handwritten 
     messages. The first one has been completely scribbled over, the second 
     reads:

     "SHE HAS ALSO LOST SOMEONE, SHE WILL HELP YOU OUT OF PITY"

24   INT. THE CITY GRILL ON MAIN STREET - DAY [[COLOUR SEQUENCE]]            24   

     Leonard enters, walking slowly down the aisle, looking at all the 
     customers. He makes eye contact with a WOMAN (brunette, 30’s) sitting 
     alone, wearing SUNGLASSES. Her face betrays  nothing. Leonard walks 
     past. She sighs and grabs the back of his jacket as he passes. Leonard 
     spins around.

                           LEONARD
               Natalie.

     Leonard slips into the seat opposite her. Natalie is pretty, but has 
     bruising around one eye, and a mark on her lip.

                           NATALIE
               You don’t remember me.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 18
     7-19-01                                                     


                           LEONARD
                    (friendly smile)
               Sorry, I should have explained. You 
               see, I have this condition -

                           NATALIE
               You did explain, Lenny.

     Leonard shifts uncomfortably.

                           LEONARD
               Please call me Leonard. My wife called 
               me Lenny.

                           NATALIE
               You told me.

     Leonard raises his eyebrows, then smiles.

                           LEONARD
               Then I probably told you how much I 
               hated it. Could you take off your 
               sunglasses?  It’s just hard for me - 

     Natalie takes them off to reveal her bruises. 

                           NATALIE
               Yeah.

                           LEONARD
               So you have information for me?

                           NATALIE
               Is that what your little note says?

                           LEONARD
               Yes.

                           NATALIE
               Must be tough living life according 
               to a few scraps of paper. Mix up 
               your laundry list and your grocery 
               list, you’ll be eating your underwear.

     Natalie smiles.

                           NATALIE (CONT’D) (CONT'D)
               But I guess that’s why you got those 
               freaky tattoos.

     Leonard is surprised.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 19
     7-19-01                                                     


                           LEONARD
               It is tough. Almost impossible. I’m 
               sorry I can’t remember you. It’s not 
               personal.

     Natalie’s smile fades.

                           NATALIE
               I’m sorry.

     She takes a BROWN ENVELOPE out of her handbag.

                           NATALIE (CONT'D)
               I do have information for you. You 
               gave me a license plate number? I 
               had my friend at the DMV trace it. 
               Guess what name came up.

     Leonard shrugs.

                           NATALIE (CONT'D)
               John Edward Gamme11. John G.

                           LEONARD
               You know him?

                           NATALIE
               No. But the photo on his license 
               looked familiar. I think he’s been 
               in the bar before.  

     Natalie slides the envelope towards him, but stops short.

                           NATALIE (CONT'D)
               This is a copy of his registration, 
               license, photo and all. Are you sure 
               you want this?

                           LEONARD
               Have I told you what this man did? 

                           NATALIE
               Yes.

                           LEONARD
               Then you shouldn’t have to ask.

                           NATALIE
               But even if you get your revenge, 
               you won’t remember it. You won’t 
               even know it’s happened.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 20
     7-19-01                                                     


                           LEONARD
                    (annoyed)
               So I’ll take a picture, get a tattoo. 
                    (calms)
               The world doesn’t disappear when you 
               close your eyes, does it? My actions 
               still have meaning, even if I can’t  
               remember them. My wife deserves  
               vengeance, and it doesn’t make any  
               difference whether I know about it. 

                           NATALIE
               Tell me about her again.

                           LEONARD
               Why?

                           NATALIE
               Because you like to remember her. I 
               want to see you enjoy yourself.

                           LEONARD
               She was beautiful. Perfect to me - 

                           NATALIE
               Don’t just recite the words. Close 
               your eyes, remember her.

     Leonard smiles and shuts his eyes.

     INSERT FLASHBACK:

25   INT. LEONARD’S APARTMENT DAY [[COLOUR SEQUENCE]]                        25   

     Random images of a woman (30’s, black hair, plain). Jump cuts of 
     details: a smile, eating, tucking her hair behind her ear, pulling on 
     a pair of trousers, watching TV, shouting in anger. Sitting on the 
     edge of the bed in her underwear, she TURNS as Leonard pinches her 
     thigh.

                           LEONARD (V.O.)
               You can only feel details. Bits and 
               pieces which you didn’t bother to 
               put into words. And extreme moments 
               you feel even if you don’t want to.  
               Put it together and you get the feel 
               of the person, enough to know how 
               much you miss them, and how much you 
               hate the person who took them away.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 21
     7-19-01                                                     


26   INT. CITY GRILL DAY - [[COLOUR SEQUENCE]]                               26   

     Leonard opens his eyes. Natalie is looking at him. She nods and hands 
     him the BROWN ENVELOPE.

                           NATALIE
               I wrote an address in there, too. 
               Might be useful. It’s this abandoned 
               place outside of town. I guy I know 
               used to use it for his bigger deals.

                           LEONARD
               Deals?

                           NATALIE
               It’s isolated.

                           LEONARD
               Sounds perfect? What do I owe you?

                           NATALIE
               I wasn’t helping you for money.

                           LEONARD
               Sorry.

                           NATALIE
               It’s not your fault. See, you have 
               this condition...

     Leonard smiles. Natalie reaches into her purse and pulls out a MOTEL 
     ROOM KEY.

                           NATALIE (CONT'D)
               Are you still at the Discount Inn? 
               Room 304? You left this at my place.

     Leonard pulls out a Polaroid of the Discount Inn. 

                           LEONARD
               The Discount Inn, yeah. Natalie leaves 
               the key and gets up from the table.

                           NATALIE
               They treating you alright?

                           LEONARD
                    (smiling)
               Don’t remember.

                           NATALIE
               You know what we have in common?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 22
     7-19-01                                                     


     Leonard shrugs.

                           NATALIE (CONT'D)
               We’re both survivors. Take care, 
               Leonard.

     Leonard watches Natalie leave. He sits at the table, looking down at 
     the BROWN ENVELOPE and the MOTEL ROOM KEY (ROOM 304).

     Leonard rises, and heads to the restroom.

27   INT. RESTAURANT RESTROOM DAY [[COLOUR SEQUENCE]]                        27   

     Leonard flushes the urinal, then moves to the sink and starts washing 
     his hands. He notices a MESSAGE written on the back of his hand:

     "REMEMBER SAMMY JANKIS"

     He stares at the message for a second, thoughtful, then tries to scrub 
     the writing off his skin. To his surprise, it is INDELIBLE. Leonard 
     looks at it, quizzical, then notices some markings on his wrists, 
     pulling his sleeve back to get a better look. He can read the start of 
     a message:

     "THE FACTS:"

     Leonard is about to roll his sleeve up further when the restroom door 
     opens and a MAN enters. Leonard dries his hands, then exits the rest 
     room.

28   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   28   

     Leonard (IN BOXERS, BANDAGED ARM) talks on the phone. He resumes SHAVING 
     his thigh.

                           LEONARD
               I met Sammy through work.
                    (listens)
               Insurance. I was an investigator. 
               I’d investigate claims to see which 
               ones  were phony. 

     Leonard dips the razor into the steaming ice bucket. 

                           LEONARD (CONT'D)
               I had to see through people’s 
               bullshit.  It was useful experience, 
               because now it’s my life. When I 
               meet someone, I don’t even know if 
               I’ve met them before.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 23
     7-19-01                                                     


                           LEONARD (V.O.) (CONT'D)
               I have to look in their eyes and 
               just figure them out. My job taught 
               me that the best way to find out 
               what someone knew was to let them 
               talk.

29   INT. LEONARD‘S OFFICE - DAY ##BLACK AND WHITE SEQUENCE##                29   

     Montage: Leonard, wearing a CHEAP DARK SUIT and TIE, sitting opposite 
     various DIFFERENT PEOPLE in an interview situation.

                           LEONARD (V.O.)
               Throw in the occasional "why?" but 
               just listen. And watch the eyes, the 
               body language.

     Leonard watches the people’s movements carefully. We see close—ups off 
     fiddling hands, neck scratching, etc.

                           LEONARD (V.O.) (CONT'D)
               It’s complicated. You might catch a 
               sign but attach the wrong meaning to 
               it. If someone touches their nose 
               while they’re talking, experts will 
               tell you it means they’re lying. It 
               really means they’re nervous, and 
               people get nervous for all sorts of 
               reasons. It’s all about context.

30   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     30   

                           LEONARD
               I was good. Sammy was my first real 
               challenge.

31   EXT. DISCOUNT INN DAY [[COLOUR SEQUENCE]]                               31   

     The Jaguar pulls up. Leonard gets out and heads to the office.

32   INT. DISCOUNT INN OFFICE DAY [[COLOUR SEQUENCE]]                        32   

     Burt is behind the counter reading a magazine.

                           LEONARD
               I’m sorry, I think I’m checked in 
               here, But I’ve misplaced my key.

                           BURT
                    (looks up)
               Hi, Leonard.

     Burt puts his magazine down and gets up, sighing.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 24
     7-19-01                                                     


                           BURT (CONT'D)
               Probably in the room.

33   EXT. DISCOUNT INN DAY [[COLOUR SEQUENCE]]                               33   

     Burt, swinging a pass key on a chain, leads Leonard along the GROUND 
     FLOOR to room 21, then unlocks it.

34   INT. DISCOUNT INN ROOM 21 DAY [[COLOUR SEQUENCE]]                       34   

     Leonard enters and SCANS the room. Burt picks his nails in the doorway. 
     Leonard moves to the unmade bed. There is a pile of BLOODSTAINED 
     TISSUES. On the bedside table is an ICE BUCKET. Next to it is a 
     DISPOSABLE RAZOR and a can of SHAVING FOAM.

                           LEONARD
               I don’t see my key.

     Burt looks up. He REALIZES something.

                           BURT
               Shit. Wrong room.

                           LEONARD
               What?

     Burt tries to SHEPHERD Leonard out of the room.

                           BURT
               This isn’t your room. You’re in 304. 
               I fucked up.

                           LEONARD
               This isn’t my room?

                           BURT
               No, let’s go.

                           LEONARD
               Then why is this my handwriting?

     Leonard picks a WHITE PAPER BAG up off the floor. Handwritten on the 
     side is a message:

     "SHAVE THIGH"

                           LEONARD (CONT'D)
               Better tell me what the fuck’s going 
               on.

     Burt looks uncomfortable.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 25
     7-19-01                                                     


                           BURT
               This was your room. You’re up in 304 
               now.

                           LEONARD
               When was I in here?

                           BURT
               Last week. Then I rented you another 
               one.  On top of this.

                           LEONARD
               Why?

                           BURT
               Business is slow. I told my boss 
               about you, about your condition. He 
               told me to try and rent you another 
               room.

                           LEONARD
               Why didn’t you clean it out?  

                           BURT
                    (shrugs)
               You’re still paying for it. It’s 
               still your room.

     Leonard shakes his head, smiling.

                           LEONARD
               So how many rooms am I checked into 
               in this dump?

                           BURT
               Just two. So far.  

     Leonard walks out past Burt.

                           LEONARD
               Well, at least you’re being honest 
               about cheating me.

                           BURT
               Yeah, well you’re not gonna remember, 
               anyway.

                           LEONARD
               You don’t have to be that honest, 
               Burt.

                           BURT
               Leonard.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 26
     7-19-01                                                     


     Leonard turns. Burt grins.

                           BURT (CONT'D)
               Always get a receipt.

                           LEONARD
               I’m gonna write that down.

     Leonard fishes a piece of paper out of his pocket. There is a message 
     on it which he reads. It says:

     "CITY GRILL, MAIN ST. THURSDAY, 1:00PM MEET NATALIE FOR INFO"

     Leonard looks up at Burt.

                           LEONARD (CONT'D)
               What time is it?

35   EXT. ROAD DAY [[COLOUR SEQUENCE]]                                       35   

     The Jaguar speeds along.

36   EXT. THE CITY GRILL ON MAIN STREET DAY [[COLOUR SEQUENCE]]              36   

     Leonard checks the restaurant name against the note. He gets out his 
     Polaroids, FLIPPING through them until he finds the one of Natalie.

37   INT. THE CITY GRILL ON MAIN STREET - DAY [[COLOUR SEQUENCE]]            37   

     Leonard walks through the restaurant, checking the patrons.

     He makes eye contact with Natalie, but walks past her table.

     She sighs and grabs the back of his jacket.

                                                          CUT TO:

38   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   38   

     Leonard (in boxers, bandaged arm) SHAVES his thigh, talking on the 
     phone.

                           LEONARD
               I’d just become an investigator when 
               I came across Sammy. Mr Samuel R. 
               Jankis - strangest case ever. Guy’s 
               58, semi-retired accountant. He and 
               his wife had been in this car 
               accident... nothing too serious, but 
               he’s acting funny he can’t get a 
               handle on what’s going on.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 27
     7-19-01                                                     


39   INT. A DOCTOR‘S OFFICE - DAY ##BLACK AND WHITE SEQUENCE##               39   

     A DOCTOR examines SAMMY’S head. SAMMY’S WIFE looks on.

                           LEONARD(V.O.)
               The doctors find some possible damaqe 
               to the hippocampus, nothing 
               conclusive. But Sammy can‘t remember 
               anything for more than a couple 
               minutes. He can’t work, can’t do 
               shit, medical bills pile up, his 
               wife calls the insurance company and 
               I get sent in.

40   INT. JANKIS HOUSE - MESSY SUBURBAN LIVING ROOM - DAY ##BLACK AND WHITE 
     SEQUENCE##                                                              40   

     SAMMY sits smoking, smiling at Leonard (CHEAP SUIT and TIE).

                           LEONARD (V.O.)
               My first big claims investigation - 
               I really check into it. Sammy can 
               think just fine, but he can’t make 
               any new memories, he can only remember 
               things for a few minutes.

     Sammy watches a commercial on T.V.

                           LEONARD (CONT'D)
               He’d watch T.V., but anything longer 
               than a couple of minutes was too 
               confusing, he couldn’t remember how 
               it began. He liked commercials. They 
               were short.

     Sammy rolls a small GLASS BOTTLE between the palms of his hands. Mrs. 
     Jankis rolls up her sleeve. Leonard watches as Sammy takes a SYRINGE 
     and pushes the needle through the rubber of the bottle. The label is 
     marked "INSULIN".

                           LEONARD (V.O.) (CONT'D)
               The crazy part was that this guy who 
               couldn’t follow the plot of "Green 
               Acres" could do the most complicated 
               things as long as he had learned 
               them before the accident...

     Sammy INVERTS the bottle and syringe, DRAWS the insulin into the 
     syringe, withdraws the needle, holds it up to check for bubbles, TAPPING 
     it delicately.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 28
     7-19-01                                                     


                           LEONARD (CONT'D)
               ... and as long as he kept his mind 
               on what he was doing.

     Sammy wipes a spot on Mrs. Jankis’ arm with a swab, then gently PINCHES 
     the skin and confidently INSERTS the needle. Mrs Jankis winces.  

     MRS JANKIS 

     Gentle. Sammy looks up, worried. Mrs Jankis smiles at him. Sammy pushes 
     the plunger, withdraws the needle and presses the swab against the 
     skin, lookinq into Mrs Jankis’ eyes and smiling back. 

41   INT. JANKIS HOUSE FRONT HALL - DAY ##BLACK AND WHITE SEQUENCE##         41   

     Mrs. Jankis opens the front door to Leonard. Leonard shakes hands with 
     Sammy, who smiles at him in apparent recognition.

                           LEONARD (V.O.)
               The doctors assure me that there’s a 
               real condition called Korsokoff’s 
               syndrome; short-term memory loss, 
               rare but legit. But every time I see 
               him I catch a look of recognition. 
               Just a slight look, but he says he 
               can’t remember me at all.   I can 
               read people and I‘m thinking bad 
               actor. Now I’m suspicious and I order 
               more tests.

     CUT BACK TO LEONARD IN MOTEL ROOM:

42   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     42   

     Leonard DABS at some blood on his thigh with toilet paper.

                           LEONARD
               His wife has to do everything. Sammy 
               can only do simple stuff. He couldn’t 
               pick up any new skills at all, and 
               that’s how I got him.

43   EXT. MAIN STREET DAY [[COLOUR SEQUENCE]]                                43   

     Leonard’s Jaguar pulls up at a red light. Suddenly Teddy is BANGING on 
     the window.

                           TEDDY
               Lenny! I thought you’d gone for good.
               What brings you back?

     Leonard looks at Teddy, sizing him up.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 29
     7-19-01                                                     


                           LEONARD
               Unfinished business. What made you 
               think I wasn’t coming back?

                           TEDDY
               You said you were leaving town.

                           LEONARD
               Things change.

                           TEDDY
               So I see. It’s good to see you. My 
               name’s Teddy.

                           LEONARD
               Guess I’ve told you about my 
               condition.

                           TEDDY
                    (grins)
               Only every time I see ya! Come on, 
               I’ll buy you lunch.

44   INT. DINER DAY [[COLOUR SEQUENCE]]                                      44   

     Teddy pours ketchup all over his steak. Leonard plays with his food.

                           TEDDY
               Not hungry?

                           LEONARD
                    (shrugs)
               It’s my condition. I never know if 
               I’ve already eaten, so I always just 
               eat small amounts.

                           TEDDY
               You don’t have to remember to be 
               hungry.

                           LEONARD
               It’s weird, but if you don’t eat for 
               a while then your body stops being 
               hungry.  You get sort of shaky but 
               you don’t realize you haven’t eaten. 
               Have I told you about Sammy Jankis?

                           TEDDY
               Yeah, yeah. I heard enough about 
               him.  Tell me about John G. You still 
               think he’s here, right?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 30
     7-19-01                                                     


                           LEONARD
               Who?

                           TEDDY
               The guy you’re looking for, Johnny 
               G.  That’s why you haven’t left. Am 
               I right?

     Leonard shrugs. Teddy licks his fingers and frowns.

                           TEDDY (CONT'D)
               Leonard, you need to be very careful.

                           LEONARD
               Why?

                           TEDDY
               Well, the other day you made it sound 
               like you thought somebody might be 
               trying to set you up. Get you to 
               kill the wrong guy.

                           LEONARD
               Yeah, well I go on facts, not 
               recommendations, okay?

                           TEDDY
               Lenny, you can’t trust a man’s life 
               to your little notes and pictures.

                           LEONARD
               Why?

                           TEDDY
               Because you’re relying on them alone. 
               You don’t remember what you’ve 
               discovered or how. Your notes might 
               be unreliable.

                           LEONARD
               Memory’s unreliable.

     Teddy snorts.

                           LEONARD (CONT'D)
               No, really. Memory’s not perfect. 
               It’s not even that good. Ask the 
               police, eyewitness testimony is 
               unreliable. The cops don’t catch a 
               killer by sitting around remembering 
               stuff. They collect facts, make notes, 
               draw conclusions.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 31
     7-19-01                                                     


                           LEONARD (CONT'D)
               Facts, not memories: that’s how you 
               investigate. I know, it’s what I 
               used to do. Memory can change the 
               shape of a room or the color of a 
               car. It’s an interpretation, not a 
               record. Memories can be changed or 
               distorted and they’re irrelevant if 
               you have the facts.

                           TEDDY
               You really want to find this guy?

                           LEONARD
               He took away the woman I love and he 
               took away my memory. He destroyed 
               everything; my life and my ability 
               to live.

                           TEDDY
               You’re living.

                           LEONARD
               Just for revenge. That’s what keeps 
               me going. It’s all I have.

     Teddy considers this.

                           TEDDY
               We’ll find him. Where are you staying?

     Leonard reaches into his pocket and takes out a Polaroid.

                           LEONARD
               Discount Inn. Don’t know what room; 
               haven’t got my key.

                           TEDDY
               Probably left it in your room.

45   EXT. DISCOUNT INN - DAY [[COLOUR SEQUENCE]]                             45   

     The Jaguar pulls up. Leonard gets out and heads to the office.

46   INT. DISCOUNT INN OFFICE - DAY [[COLOUR SEQUENCE]]                      46   

     Leonard enters. Burt is behind the counter reading a magazine.

                           LEONARD
               I’m sorry, I think I’m checked in 
               here, but I’ve misplaced my key.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 32
     7-19-01                                                     


                           BURT
                    (looks up)
               Hi, Leonard.

47   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   47   

     Leonard (in boxers, bandaged arm shaving foam on thigh,  strides the 
     row, talking on the phone and gesticulating with a disposable razor.

                           LEONARD
               So Sammy can’t learn any new skills. 
               But I find something in my research:
               Conditioning. Sammy should still be 
               able to learn through repetition. 
               It’s how you learn stuff like riding 
               a bike, things you don’t think about, 
               you just get better through practice. 
               Call it muscle memory, whatever, but 
               it’s a completely different part of 
               the brain from the short-term memory. 
               So I have the doctors test Sammy’s 
               response to conditioning...

48   INT. EXAMINATION ROOM - DAY ##BLACK AND WHITE SEQUENCE##                48   

     Sammy sits at a table. A DOCTOR sits opposite pointing out various 
     METAL OBJECTS sitting on the table.

                           DOCTOR
               Just pick up any three objects.

                           SAMMY
                    (amused)
               That’s a test? Where were you guys 
               when I did my CPA?

     Sammy PICKS UP an object and gestures to the Doctor for applause. Sammy 
     goes for a second object, but gets a SHOCK which makes him recoil in 
     pain. (LEONARD TO SUBSTITUTE)  

                           SAMMY (CONT’D)
               Ah! What the fuck?!

     Sammy looks ACCUSINGLY at the Doctor.

                           DOCTOR
               It’s a test, Sammy.

                           LEONARD (V.O.)
               Some of the objects were electrified, 
               They’d give him a small shock.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 33
     7-19-01                                                     


     BACK TO LEONARD IN MOTEL ROOM

49   INT. MOTEL ROOM 21 DAY #BLACK AND WHITE SEQUENCE#                       49   

                           LEONARD
               They kept repeating the test, always 
               with the same objects electrified. 
               The point was to see if he could 
               learn to avoid the electrified 
               objects. Not by memory, but by 
               instinct.

50   INT. NATALIE’S BEDROOM: MESSY, CHEAPLY BUT ABUNDANTLY FURNISHED -- 
     MORNING [[COLOUR SEQUENCE]]                                             50   

     Leonard opens his eyes, naked in bed. He looks around, confused. With 
     a START, he realizes that someone else is in the bed: a BRUNETTE with 
     her back to him.

     Leonard leans right over her to get a look at her face. It is NATALIE. 
     The BRUISE on her eye and the MARK on her lip are worse than before.

     She OPENS her eyes and is startled by the sight of Leonard’s hovering 
     face.

                           LEONARD
               Sorry. It’s only me.

     Leonard FLOPS down. Natalie wakes up fully and relaxes.

                           NATALIE
               Sleep okay?

                           LEONARD
               Yeah. You?

     Natalie shrugs. She looks at her bedside clock.

                           NATALIE
               I gotta be someplace.

     She gets out of bed, wearing pajamas. Leonard swings his legs out of 
     the bed and realizes that he is wearing trousers and socks. He looks 
     at his tattoos, as if he has never seen them before.

                           NATALIE (CONT'D)
               Pretty weird.

     She is smiling at him in the mirror. Leonard smiles, shrugs.

                           LEONARD
               Useful. You never write a phone number 
               on your hand?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 34
     7-19-01                                                     


                           NATALIE
                    (through mirror))
               I should be able to talk to my friend 
               about the license plate today.  

                           LEONARD
               Yeah, the license plate...  

                           NATALIE
                    (smiles)
               John G’s license plate number. You 
               have it tattooed on your thigh. 
               Natalie leaves the room. Leonard 
               pulls down his trousers to reveal 
               two tattoos: 

     "FACT 5: DRUG DEALER" "FACT 6: LICENSE PLATE NUMBER SG13 1NU"  

     Leonard runs his finger over fact 6, then pulls his trousers up and 
     looks around the room. He spots his suit jacket  hanging over the back 
     of a chair. He checks the pockets, pulls out his Polaroids, flips 
     through them: a Jaguar, the Discount Inn, Natalie. He flips Natalie’s 
     picture over and looks at the back. There are two messages, but the 
     first one has been completely scribbled over. The other one reads:

     "HAS ALSO LOST SOMEONE, SHE WILL HELP YOU OUT OF PITY"

     Leonard stuffs the photos back into his pocket, grabs a white shirt of 
     f the chair and pulls it on. Natalie comes back in and starts to apply 
     her makeup.

                           NATALIE (CONT'D)
               If it’s registered in this state 
               it’ll just take seconds to pull up 
               his license and registration. I’ll 
               call when I’ve spoken to him.

                           LEONARD
               Why don’t we just arrange a meeting 
               now? I’m not too good on the phone.

     Natalie takes her eye pencil and writes a NOTE on a SMALL BAG FROM A 
     PHARMACY. Leonard puts his jacket on. Natalie offers him the note. It 
     says:

     "CITY GRILL, MAIN ST. THURSDAY, 1:00 PM MEET NATALIE FOR INFO"

                           LEONARD (CONT'D)
                    (leading)
               It’s great that you would... that 
               you’re helping me like this...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 35
     7-19-01                                                     


                           NATALIE
                    (smiles)
               I’m helping you because you helped 
               me.

     Leonard nods.

                           NATALIE (CONT'D)
               So will you remember me next time 
               you seo me?

     Leonard shakes his head and reaches for the note. Natalie grabs his 
     lapel and pulls him down to her, kissing him gently on the mouth.

                           NATALIE (CONT'D)
               I think you will.

                           LEONARD
                    (smiles)
               I’m sorry.

     Leonard heads for the door.

                           NATALIE
                    (amused)
               Lenny, before you go, can I have my 
               shirt back please?

     She tosses him his blue shirt. Leonard looks down at the white shirt 
     which he has put on. It is way too small.

51   EXT. MAIN STREET — DAY [[COLOUR SEQUENCE]]                              51   

     The Jaguar pulls up to a red light. Suddenly Teddy is banging on the 
     window.

                           TEDDY
               Lenny! I thought you’d gone for good.
               What brings you back?

52   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   52   

     Leonard (in boxers, bandaged arm) STRIDES the room, shaving foam on 
     leg, razor in one hand, phone in the other.

                           LEONARD
               They kept testing Sammy for months, 
               always with the same objects carrying 
               the electrical charge...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 36
     7-19-01                                                     


53   53 INT. EXAMINATION ROOM DAY ##BLACK AND WHITE SEQUENCE##               53   

     Sammy sits across the testing table from the Doctor. Sammy goes for a 
     METAL OBJECT and RECOILS in pain from a SHOCK.

                           SAMMY
               Ah! What the fuck?!

                           DOCTOR
               It’s a test, Sammy.

     JUMP CUT TO:

54   INT. EXAMINATION ROOM DAY #BLACK AND WHITE SEQUENCE#                    54   

     AS BEFORE, but Sammy is DRESSED DIFFERENTLY. He goes for an object and 
     is SHOCKED.

                           SAMMY
               Ah! What the fuck?!

                           DOCTOR
               It’s a test, Sammy.

     SAMMY EXTENDS A TREMBLING MIDDLE FINGER.

                           SAMMY
               Yeah? Test this you fucking quack.

     Sequence of JUMP CUTS of Sammy extending his MIDDLE FINGER and RECOILING 
     in shock from the objects.

                           LEONARD (V.O.)
               Even with total short-term memory 
               loss, Sammy should’ve learned to 
               instinctively stop picking up the 
               wrong objects. All previous cases of 
               short-term memory loss had responded 
               to conditioning in some way. Sammy 
               didn’t respond at all.

     BACK TO LEONARD IN MOTEL ROOM

55   INT. MOTEL ROOM 21 DAY #BLACK AND WHITE SEQUENCE#                       55   

                           LEONARD
               It was enough to suggest his condition 
               was psychological not physical. We 
               turned down his claim on the grounds 
               that he wasn’t covered for mental 
               illness. Sammy’s wife got stuck with 
               the bills and I got a promotion for 
               rejecting a big claim.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 37
     7-19-01                                                     


     Leonard looks into the mirror.

                           LEONARD (CONT'D)
               Conditioning didn’t work for Sammy, 
               so he became helpless. But it works 
               for me.  I live the way Sammy 
               couldn’t. Habit and Conditioning. 
               Acting on instinct.

56   EXT./INT. NATALIE’S FRONT DOOR DUSK [[COLOUR SEQUENCE]]                 56   

     Leonard pulls up in his Jaguar, gets out, rings the front doorbell. It 
     is opened by Natalie.

                           LEONARD
               Natalie, right?

     Natalie nods, wary of Leonard’s barely concealed anger.

     Leonard thrusts a Polaroid photo in her face.

                           LEONARD (CONT'D)
               Who the fuck is Dodd?

     The photo is of a MAN who is BOUND, GAGGED, and BLOODY. On

     THE BACK OF THE PHOTO:

     "GET RID OF HIM, ASK NATALIE"

     Natalie takes the picture and examines it.

                           NATALIE
               Guess I don’t have to worry about 
               him anymore.

                           LEONARD
                    (snaps)
               Who is he? What have you got me into?

     Natalie looks up and down the street.

                           NATALIE
               Come inside.

57   INT. NATALIE’S LIVING ROOM: COMFORTABLE AND MESSY NIGHT [[COLOUR 
     SEQUENCE]]                                                              57   

     Natalie shows Leonard in.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 38
     7-19-01                                                     


                           NATALIE
               Calm down. You’re not into anything. 
               It was my problem, you offered no 
               help. It’s got nothing to do with 
               your investigation.

                           LEONARD
               That’s the problem! How can I find 
               John G. when I don’t know what’s 
               going on?!  How did you get me into 
               this?!

                           NATALIE
               Leonard, you offered to help when 
               you saw what this guy did to me.

     She gestures at the BRUISING on her face.

                           LEONARD
               How do I know he did that to you?

                           NATALIE
               I came to you straight after he did 
               it. I showed you what he’d done and 
               asked for your help.

                           LEONARD
               So I just take your word?

                           NATALIE
               Yes.

                           LEONARD
                    (sighs)
               Something feels wrong. I think 
               someone’s fucking with me. Trying to 
               get me to kill the wrong guy.

                           NATALIE
               Did you?

                           LEONARD
               What?

                           NATALIE
               Kill him.

                           LEONARD
               Course not.

     Natalie waves the Polaroid at him.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 39
     7-19-01                                                     


                           NATALIE
               This has nothing to do with you. You 
               helped me out, and I’m grateful.

     She tries to rip the picture. Leonard watches her try. The plastic is 
     too strong.

                           LEONARD
               You have to burn them.

     Natalie scrunches it up and throws it down. Leonard and Natalie sit 
     down on the couch.

                           NATALIE
               You decided to help me. Trust 
               yourself.  Trust your own judgment. 
               You can question everything, you can 
               never know anything for sure.

                           LEONARD
               There are things you know for sure.

                           NATALIE
               Such as?

                           LEONARD
               I know the feel of the world.
                    (reaches forward)
               I know how this wood will sound when 
               I knock.
                    (raps knuckles on 
                    coffee table)
               I know how this glass will feel when 
               I pick it up.
                    (handles glass)
               Certainties. You think it’s knowledge, 
               but it’s a kind of memory, a kind 
               you take for granted. I can remember 
               so much.
                    (runs hands over 
                    objects)
               I know the feel of the world,
                    (beat)
               and I know her.

                           NATALIE
               Your wife?

                           LEONARD
               She’s gone and the present is trivia, 
               which I can scribble down as notes.

     Natalie stares at Leonard, thinking.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 40
     7-19-01                                                     


                           NATALIE
               Relax a little, okay? Take off your 
               jacket.

     Leonard takes his jacket off and places it on the back of the couch, 
     patting the pockets as he does so.

                           LEONARD
               It’s not easy to be calm when —

                           NATALIE
               Just relax.

     She reaches for his arm and unbuttons his cuff, revealing the end of 
     Leonard’s tattoos.

                           NATALIE (CONT'D)
               You don’t seem the type.

     She pushes back the sleeve, trying to read the tattoo.

     Leonard watches her. 

                           NATALIE (CONT'D)
               Come on.

     She starts to unbutton his shirt. He watches. Natalie gasps as she 
     opens Leonard’s shirt and pulls it back over his shoulders. She tilts 
     her head, trying to read the different messages.

                           NATALIE (CONT'D)
               It’s backwards. She pulls him up and 
               turns him around in front of the 
               mirror to read the backwards tattoo 
               across his chest. 

     "JOHN G. RAPED AND MURDERED MY WIFE".

     Natalie touches the blank area of skin above Leonard’s heart. NATALIE 
     (cont’d) Here?  Leonard looks down at the blank patch, then at Natalie,  
     vulnerable, confused. 

                           LEONARD
               It’s... it must be for when I’ve 
               found him.  

     She looks at Leonard. Leonard shrugs. Natalie studies Leonard’s chest, 
     avoiding his eyes. 

                           NATALIE
               I’ve lost somebody.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 41
     7-19-01                                                     


                           LEONARD
               I’m sorry.

     

     Natalie picks up a photograph from off a messy desk in the corner. She 
     shows it to Leonard. The picture shows Natalie smiling and hugging a 
     smirking YOUNG MAN (JIMMY). Natalie  looks up at Leonard to see his 
     reaction.

                           NATALIE
               His name was Jimmy.

                           LEONARD
               What happened?

                           NATALIE
               He went to meet somebody and didn’t 
               come back.

                           LEONARD
               Who did he go to meet?

     Natalie studies Leonard.

                           NATALIE
               A guy called Teddy.

     Leonard does not react to the name.

                           LEONARD
               What do the police think?

                           NATALIE
               They don’t look too hard for guys 
               like Jimmy.

     Natalie puts the photo down. She reaches out to Leonard, spreading her 
     fingers over the blank part of his chest.  

                           NATALIE (CONT'D)
               When you find this guy, this John 
               G., what are you going to do?

                           LEONARD
               Kill him.

                           NATALIE
               Maybe I can help you find him. I 
               know a lot of people.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 42
     7-19-01                                                     


58   INT. NATALIE’S BEDROOM - NIGHT [[COLOUR SEQUENCE]]                      58   

     Natalie, eyes closed, has her head on Leonard’s chest. He is shirtless, 
     lying on top of the covers.

                           LEONARD
               I don’t even know how long she’s 
               been gone. It’s like I’ve woken up 
               in bed and she’s not here because 
               she’s gone to the bathroom or 
               something. But somehow I just know 
               that she’ll never come back to bed. 
               I lie here, not knowing how long 
               I’ve been alone. If I could just 
               reach out and touch her side of the 
               bed I could know that it was cold, 
               but I can’t. I have no idea when she 
               left.  

     Natalie’s eyes are open.

                           LEONARD (CONT'D)
               I know I can’t have her back, but I 
               want to be able to let her go. I 
               don’t want to wake up every morning 
               thinking she’s still here then 
               realizing that she’s not.  I want 
               time to pass, but it won’t. How can 
               I heal if I can’t feel time?

     Leonard bends his head around to see if Natalie is awake. She closes 
     her eyes. Leonard gingerly slides from underneath her and moves silently 
     out of the bedroom.

59   INT. NATALIE’S LIVING ROOM - NIGHT [[COLOUR SEQUENCE]]                  59   

     Leonard enters the dark room. He goes to the couch and picks up his 
     shirt and his jacket. He notices the photograph which Natalie showed 
     him on top of some papers on a desk in the corner. He holds it in a 
     shaft of light from the streetlamp outside, studying the photo of 
     Natalie and Jimmy.

60   INT. NATALIE‘S BEDROOM - NIGHT [[COLOUR SEQUENCE]]                      60   

     Natalie, eyes open, slides her hand over to where Leonard was lying, 
     feeling his residual warmth.

61   INT. NATALIE’S LIVING ROOM - NIGHT [[COLOUR SEQUENCE]]                  61   

     Leonard has his Polaroid photograph of Natalie out. He takes a pen out 
     of his jacket, rests the photo against the wall in a patch of light 
     and writes on the back, underneath the message which has been scribbled 
     out:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 43
     7-19-01                                                     


     "SHE HAS ALSO LOST SOMEONE. SHE WILL HELP YOU OUT OF PITY"

62   INT. NATALIE’S BEDROOM - CONTINUOUS - NIGHT [[COLOUR SEQUENCE]]         62   

     Leonard enters, deposits his jacket and shirt, then slides into bed 
     next to Natalie.

63   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   63   

     Leonard lies on the bed (in boxers, bandaged arm) talking on the phone. 
     He wipes the excess shaving foam from his thigh, and feels the 
     SMOOTHNESS of the clean-shaven skin.

                           LEONARD
               Sammy’s wife was crippled by the 
               cost of supporting him and fighting 
               the company’s decision - but it wasn’t 
               the money that got to her.

64   INT. JANKIS HOUSE LIVING ROOM - DAY ##BLACK AND WHITE SEQUENCE##        64   

     Mrs. Jankis comes into the room. Sammy is seated, watching T.V. He 
     looks up at her with a smile. She smiles back, tense.

                           LEONARD (V.O.)
               I never said that Sammy was faking. 
               Just that his problem was mental, 
               not physical. But she... she couldn’t 
               understand. She looks into his eyes 
               and sees the same person. And if 
               it’s not a physical problem...

     Sammy’s Wife starts shouting at Sammy. Sammy squirms.

                           LEONARD (CONT'D)
               ... he should just... snap out of 
               it.

     Sammy’s Wife THROWS her drink in Sammy’s face, puts her head in her 
     hands, SOBBING. Sammy wipes his face on his sleeve.

     BACK TO LEONARD IN MOTEL ROOM:

65   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   65   

     Leonard, talking on the phone, empties the white paper bag onto the 
     bed beside him: Two cheap BALL-POINT PENS, SCOTCH TAPE, a pack of 
     NEEDLES, and a FILE CARD.

     

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 44
     7-19-01                                                     


                           LEONARD
               So good old Leonard Shelby from the 
               insurance company gives her the seed 
               of doubt, just like he gave it to 
               the doctors. But I never said that 
               Sammy was faking. I never said that.

     Leonard takes a NEEDLE out of the packet.

66   INT. LEONARD’S APARTMENT WITH HIGH CEILINGS AND WOODEN FLOOR - NIGHT 
     [[COLOUR SEQUENCE]]                                                     66   

     We move along a hallway towards a closed door. An ominous  rumbling 
     builds.

     INSERT QUICK CUTS: TREMBLING, SHALLOW-FOCUS EXTREME CLOSE UPS:

     A glass bottle SHATTERS against black and white ceramic tiles. A SUDDEN 
     MOVEMENT glimpsed through a water-beaded clear plastic shower curtain.

     The shower curtain pulls TAUT across a GASPING FEMALE FACE.

     Leonard’s REFLECTION in a MIRROR which SHATTERS.

67   INT. DODD’S MOTEL ROOM - DAY [[COLOUR SEQUENCE]]                        67   

     Leonard opens his eyes, frightened. He is lying on the bed in his beige 
     suit and blue shirt.

                           LEONARD (V.O.)
               Awake.

     He rolls his eyes to one side.

                           LEONARD (V.O.) (CONT'D)
               Where am I?

     He lifts his head and surveys the room.

                           LEONARD (V.O.) (CONT'D)
               Motel room.

     He rises from the bed, looking at the room as if for the first time. 
     He starts looking in the dresser drawers, finding nothing.

                           LEONARD (V.O.) (CONT'D)
               Some anonymous motel room. Nothing 
               in the drawers, but you look anyway.

     He grasps the handle of the bedside drawer.

                           LEONARD (V.O.) (CONT'D)
               Never anything but the Gideon...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 45
     7-19-01                                                     


     Leonard pulls the drawer open, and pauses at what he sees.

                           LEONARD (V.O.) (CONT'D)
               ... Bible.

     In the drawer is a Gideon Bible. Resting on top of it is a HANDGUN.

     Leonard turns, looks over the rest of the room. He moves to the bureau 
     and opens drawers. Empty. He goes to the closet and OPENS it.

     Inside is a BOUND and GAGGED MAN on the floor, knees against chest. 
     His mouth is taped up with silver electrical tape, stained with DRIED 
     BLOOD from his swollen nose. He looks up at Leonard, blinking in the 
     sudden bright light, TERRIFIED.

     Leonard SHUTS the closet door, CONFUSED. The Man in the closet starts 
     GRUNTING and BUMPING the closet door.

     There is a KNOCK at the door. Leonard looks through the peephole.

68   INT./EXT. DODD’S MOTEL DAY [[COLOUR SEQUENCE]]                          68   

     INSERT LEONARD’S P.O.V.:

     A FISH-EYE TEDDY, grinning and waving.

69   INT. DODD’S MOTEL DAY [[COLOUR SEQUENCE]]                               69   

     Leonard looks around, trying to think. Teddy KNOCKS harder.

     The Man in the closet BUMPS and GROANS. Leonard reaches into his pocket 
     and pulls out some Polaroids.

                           LEONARD
               Just a minute!

     He finds the one of Teddy, then sticks them back into his pocket. He 
     OPENS the door to Teddy and grins.

                           LEONARD (CONT'D)
               Teddy!

     Teddy brushes past him into the room.

                           TEDDY
               Finished playing with yourself, Lenny?

     Teddy SLUMPS into a chair. Leonard tries to smile. There is a faint 
     GRUNTING and BUMPING from inside the closet. Teddy notices the noise 
     and grins.

                           TEDDY (CONT'D)
               I get it-- amorous neighbors.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 46
     7-19-01                                                     


                           LEONARD
               Why are you here?

                           TEDDY
                    (surprised)
               You called me. You wanted my help. 
               You know, Lenny, I’ve had more 
               rewarding friendships than this one.  
               Although I do get to keep using the 
               same jokes.

     Leonard thinks, then moves to the CLOSET and OPENS the door.

     Teddy looks in DISBELIEF at the Man in the closet.

                           TEDDY (CONT'D)
               Who the fuck is that?

                           LEONARD
               You don’t know him?

                           TEDDY
               No! Should I?

     Leonard shrugs.

                           TEDDY (CONT'D)
               Is this John G.?

                           LEONARD
               I don’t think so.

                           TEDDY
               Think so? You don’t know? Didn’t you 
               write it down?

                           LEONARD
               I might have fallen asleep before I 
               did.

     Teddy shakes his head, chuckling.

                           TEDDY
               Ask him.

     Leonard crouches down and RIPS the tape from the Man’s mouth.

                           LEONARD
               What’s your name?

     The Man looks at Leonard, wary, says nothing. Leonard tweaks his broken 
     nose. The Man groans.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 47
     7-19-01                                                     


                           LEONARD (CONT'D)
               Your name.

                           MAN
               Dodd.

                           LEONARD
               Who did this to you?

                           DODD
                    (confused)
               What?

                           LEONARD
               Who did this to you?

                           DODD
               You did.

     Leonard replaces the gag and SHUTS the closet.

                           TEDDY
               I’m not gonna help you kill this 
               guy, if that’s what--

                           LEONARD
               No. No, just let me think for a 
               minute.

     Leonard moves to the dresser and starts methodically emptying his 
     pockets. He pulls a Polaroid out of his inside jacket pocket.

                           LEONARD (CONT'D)
               Here we go.

     The Polaroid shows Dodd sitting on the bed, BOUND, GAGGED and BLEEDING. 
     The name Dodd is written below the picture. Leonard flips it over. On 
     the back it says:

     "GET RID OF HIM, THEN ASK NATALIE"

     Teddy looks at the photo over Leonard’s shoulder.

                           TEDDY
               Natalie? Natalie who?

                           LEONARD
               Why?

                           TEDDY
               I think I know her.

     Leonard sticks his pictures in his pocket.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 48
     7-19-01                                                     


                           LEONARD
               We’ve got to get him out of here.

                           TEDDY
               He’s got to have a car, right? We 
               just take him back to his car and 
               tell him to get the fuck out of town 
               before we kill him.

                           LEONARD
               We can’t just walk him out tied up 
               and bleeding.

                           TEDDY
               How’d ya get him in here in the first 
               place?

                           LEONARD
               I don’t know.

     Leonard looks around the room for inspiration.

                           LEONARD (CONT'D)
               Yes I do... this isn’t my room.

     Teddy looks around at the anonymous room.

                           LEONARD (CONT'D)
               It’s his. He was already here. Let’s 
               just go.  Leonard starts for the 
               door, Teddy lays a hand on his chest. 

                           TEDDY
               Wait, we can’t just leave him. The 
               maid finds him, calls the cops. He’s 
               seen us now.  

     Leonard thinks.  

                           LEONARD
               Okay. We clean him up, untie him and 
               march him out with a gun in his back. 

                           TEDDY
               Why would I have a gun?

     Leonard fishes the HANDGUN out of the bedside table drawer.

                           LEONARD
               It must be his. I don’t think they’d 
               let someone like me carry a gun.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 49
     7-19-01                                                     


                           TEDDY
               Fucking hope not.

     Leonard covers Dodd with the gun while Teddy pulls him out of the 
     closet. Dodd has trouble standing up straight.

70   EXT. DODD’S MOTEL DAY [[COLOUR SEQUENCE]]                               70   

     Teddy exits the room, glances around, motions for Leonard and Dodd to 
     follow. Dodd is cleaned up and unbound, Leonard is pressed up right 
     behind him. The three of them descend to the parking lot.

                           LEONARD
               Which one?

     Dodd leads them to a new LANDCRUISER. Teddy whispers in Leonard’s ear.

                           TEDDY
               We probably ought to take his car, 
               you know, teach him a lesson.

                           LEONARD
               Shut it, Teddy.

                           TEDDY
               Easy for you to say, you’ve got the 
               Jag.

                           LEONARD
               I’ll ride with him. You follow.

                           TEDDY
               Give me your keys.

     Leonard looks at him, suspicious.

                           LEONARD
               Take your own car.

     Teddy shrugs. Leonard motions Dodd into the driver’s seat, then slides 
     into the passenger side. They pull out of the parking lot, Teddy 
     following in his GREY SEDAN.

71   EXT. SHOULDER OF HIGHWAY HEADING OUT OF TOWN DAY [[COLOUR SEQUENCE>     71   

     The Landcruiser PULLS OVER and stops. The grey sedan pulls up behind. 
     Leonard gets out of the Landcruiser and it PULLS AWAY at speed. Leonard 
     walks back to Teddy’s car.

72   INT. GREY SEDAN-- DAY                                                   72   

                           TEDDY
               So was he scared?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 50
     7-19-01                                                     


                           LEONARD
               Yeah. I think it was your sinister 
               mustache that got him.

     Teddy leans over slightly so that he can see his reflection in the 
     rear view mirror. Leonard smiles. Teddy sees him.

                           TEDDY
               Fuck you. We shoulda taken his car.

                           LEONARD
               What’s wrong with this one?

                           TEDDY
               You like it? Let’s trade.

73   EXT. ALLEY BEHIND THE MOTEL - DAY [[COLOUR SEQUENCE]]                   73   

     The grey sedan pulls up beside Leonard’s Jaguar. Leonard gets out.

                           TEDDY
               So what are you gonna do now?

                           LEONARD
               I’m gonna ask Natalie what the fuck 
               that was all about.

                           TEDDY
               Natalie who?

     Leonard ignores him and gets into his Jaguar.

74   EXT. A MODEST SINGLE-STOREY HOUSE - NATALIE’S - DUSK [[COLOUR 
     SEQUENCE]]                                                              74   

     The Jaguar pulls up. Leonard checks the address against the address 
     written on his Polaroid of Natalie, then goes to the door and RINGS 
     the bell. It is opened by Natalie.

                           LEONARD
               Natalie, right?

     Natalie nods, wary of Leonard’s tone. Leonard THRUSTS a Polaroid in 
     her face.

                           LEONARD (CONT'D)
               Who the fuck is Dodd?

     The photo shows Dodd, BOUND, GAGGED and BLEEDING.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 51
     7-19-01                                                     


75   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   75   

     Leonard (boxers, bandaged arm) talks on the phone as he takes a NEEDLE 
     and tapes it to the BALL-POINT PEN.

                           LEONARD
               What Mrs. Jankis didn’t understand 
               was that you can’t bully someone 
               into remembering... the more pressure 
               you’re under, the harder it gets.
                    (listens)
               Then call me back.

     Leonard hangs up.

76   INT. DODD’S MOTEL ROOM BATHROOM DAY [[COLOUR SEQUENCE]]                 76   

     Leonard sits on the toilet, grasping an empty VODKA BOTTLE by the neck. 
     He notices the bottle in his hands as if for the first time.

                           LEONARD (V.O.)
               Don’t feel drunk.

     Leonard looks up from the VODKA BOTTLE, sighs, rubs his face, then 
     stands up. He SNIFFS at his armpit.

     He puts the empty bottle on the counter by the sink, then wearily 
     UNDRESSES.

     Leonard, NAKED, looks in the mirror, then RUNS THE SHOWER then steps 
     under it, shutting the PEBBLED PLASTIC STALL DOOR.

     Leonard SHOWERS. He turns the water off, then hears the DOOR BEING 
     UNLOCKED. Leonard freezes, standing in the SHOWER STALL, NAKED and 
     DRIPPING. Through the distortion of the PEBBLED PLASTIC DOOR, Leonard 
     sees a FIGURE enter the bathroom and start pissing into the toilet. 
     The distorted Figure turns and approaches the shower stall, becoming 
     clearer as it gets closer, then YANKS the door open. It is Dodd (WITHOUT 
     INJURIES). He is SHOCKED to see the naked Leonard. Leonard BURSTS out 
     of the shower stall, SMASHING Dodd against the wall.

     Dodd STRUGGLES around, grabbing at the SLIPPERY, naked Leonard. Dodd 
     PUSHES against Leonard, SLASMMING him into the sink.

     Leonard has his arms around Dodd’s neck. Leonard SMASHES Dodd’s head 
     sideways into the wall, HARD.

     Dodd SLUMPS to the floor. Leonard exhales. Dodd puts a FIST in Leonard’s 
     crotch, then GRABS his neck as he doubles over.

     Dodd uses Leonard to pull himself off the floor then PUNCHES the side 
     of his head and pushes him HARD, Leonard FLAILING wildly, GRABBING THE

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 52
     7-19-01                                                     


     EMPTY VODKA BOTTLE from by the sink as he falls back into the bedroom. 
     Dodd reaches into his INSIDE POCKET.

77   INT. DODD’S MOTEL ROOM — DAY [[COLOUR SEQUENCE]]                        77   

     Leonard STUMBLES in, naked, from the bathroom, swings around, HITTING 
     Dodd square in the face with the empty vodka bottle, which does not 
     break.

     Dodd lies still on the floor, bleeding, his hand still in his inside 
     jacket pocket. Leonard stands above him, naked, dripping wet, catching 
     his breath.

     There is a KNOCK at the door.

                           FEMALE VOICE (O.S.)
               Housekeeping.

     The sound of a KEY entering the lock. Leonard LEAPS for the door and 
     flips the privacy latch.

                           LEONARD
               Not just now!

     Leonard listens to the maid withdraw her key. Leonard SEARCHES Dodd, 
     finding his GUN in his inside pocket. Leonard examines the weapon, 
     then starts to search the room. Leonard finds an overnight bag at the 
     bottom of the closet. Inside it there are some clothes, spare 
     ammunition, a large hunting knife, and a roll of SILVER ELECTRICAL 
     TAPE.

     Leonard WRAPS the electrical tape around Dodd’s wrists, then across 
     his mouth. Leonard finishes taping up Dodd, then sits him on the edge 
     of the bed. Leonard takes a POLAROID PHOTOGRAPH of the bloody, taped-
     up Dodd.

     Leonard shoves Dodd into the closet, takes out a NOTE and consults it, 
     then writes "DODD" on the white strip on the front of the photograph. 
     He flips the picture over and writes on the strip on the back, in 
     smaller writing:

     "GET RID OF HIM, ASK NATALIE"

     Leonard dresses, puts the Polaroid into the inside pocket of his jacket. 
     He looks again at the note. It says:

     "DODD, MOUNTCREST INN ON 5TH STREET, ROOM 6"  "PUT HIM ONTO TEDDY OR 
     JUST GET RID OF HIM FOR NATALIE"

     Leonard picks the stack of Polaroids out of his outside jacket pocket. 
     He flips through them until he finds the one of Teddy, then picks up 
     the phone and dials Teddy’s number.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 53
     7-19-01                                                     


     The phone is answered:

                           TEDDY (O.S.)
               You know what to do.

     Then a BEEP. Leonard does not look like he knows what to do.

                           LEONARD
               Ah, it’s a message for Teddy...  
               Leonard looks at the note.  I’m at 
               the MOUNTCREST INN on 5th Street, 
               Room 6, and I need you to come over 
               as soon as you get this, it’s 
               important.  This is Leonard. Thanks. 
               Bye.

     Leonard hangs up. He looks around the room. He slips the HANDGUN into 
     the bedside drawer, resting it on the GIDEON BIBLE, then swings his 
     feet up onto the bed and lies down.

                                                          CUT TO:

78   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   78   

     Leonard (boxers, bandaged arm) crooks his neck to hold the phone. In 
     his hands is the PEN with the NEEDLE taped to it.

     Leonard wiggles the needle, then applies more tape.

                                                          CUT TO:

79   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUEWCE##                   79   

     Leonard (boxers, bandaged arm) takes the NEEDLE/PEN in one hand and 
     picks up a CIGARETTE LIGHTER in the other.

     Leonard IGNITES the lighter, then holds the needle over the flame.

     He examines the NEEDLE, then holds it in the flame again.

     Leonard puts down the lighter and picks up a second BALL-POINT PEN.

80   EXT. DODD’S MOTEL - DAY [[COLOUR SEQUENCE]]                             80   

     Leonard’s Jaguar pulls up, FAST. Several bits of SHATTERED SAFETY GLASS 
     are still visible in the frame. He parks around the back, out of sight 
     and consults a note.

                           LEONARD (V.O.)
               I’ll get the jump on you, fucker.

     Leonard RACES up the stairs to the rooms on the second floor.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 54
     7-19-01                                                     


     He stops at Room 9, listening. The T.V. is on.

     Leonard gets a CREDIT CARD out and slips it into the lock gently, with 
     a practiced hand. He leaves the CARD WEDGED in the lock, then steps 
     back from the door and KNOCKS.

     Leonard watches the POINT OF LIGHT in the PEEPHOLE to Room 9.

     The point of light GOES OUT. Leonard KICKS the door in,

     SMASHING THE ROOM’S OCCUPANT BACK INTO THE ROOM.

     Leonard stands over him, looking down. The man is unconscious, blood 
     on his face. Something is not right.

                           LEONARD (V.O.) (CONT'D)
               Is this the guy?

     Leonard looks down at his NOTE. The room number given is 6.

     Leonard looks at the "9" on the door, then down at the unconscious 
     man.

                           LEONARD (CONT'D)
               Fuck! Sorry.

     Leonard reaches down, GRABS his credit card from where it landed on 
     the floor, and backs out of the doorway, shutting the door on the 
     Unconscious Man.

     He MOVES QUICKLY to Room 6, slips his credit card in the lock and 
     knocks.

     No answer, so Leonard slips inside.

81   INT. DODD’S MOTEL ROOM DAY [[COLOUR SEQUENCE]]                          81   

     Leonard flicks the light on and glances around. There is nothing in 
     the room except an empty VODKA BOTTLE on the bedside table.

                           LEONARD (V.O.)
               Need a weapon.

     He grabs the empty vodka bottle, switches the light off and slips into 
     the bathroom.

82   INT. DODD’S MOTEL ROOM BATHROOM DAY [[COLOUR SEQUENCE]]                 82   

     Leonard sits down on the toilet, holding the empty bottle by its neck. 
     He reaches out and adjusts the angle of the door.

     His eyes are alert, he is nervous. Waiting. And waiting.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 55
     7-19-01                                                     


83   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     83   

     Leonard (boxers, bandaged bicep), takes the second ball-point pen and 
     SNAPS it in two.

84   EXT. SMALL ALLEY BEHIND A ROW OF TRAILER HOMES DAY [[COLOUR SEQUENCE]]  84   

     Leonard is RUNNING FURIOUSLY, arms pumping.

                           LEONARD (V.O.)
               What the fuck am I doing?

     Leonard glances to his right, and through a GAP between two trailers 
     he catches a glimpse of Dodd on the other side of the trailer homes, 
     RACING along parallel to Leonard.

                           LEONARD (V.O.) (CONT'D)
               Chasing him!

     Leonard CUTS down the next gap between trailers, heading FULL SPEED 
     for Dodd’s side.

     Dodd (without bruises) appears again at the other end of the gap, SEES 
     Leonard, and STARTS RUNNING TOWARDS HIM. There is a GUN in his hand.

                           LEONARD (V.O.) (CONT'D)
               FUCK! He’s chasing me.

     Leonard SKIDS to a halt and turns around. A BULLET hits the dirt by 
     his feet. He clears the end of the trailer and THROWS himself over a 
     chain link fence, dropping down on the other side and SCRAMBLING through 
     some bushes. He RACES full tilt into a parking lot, looking around, 
     desperate. He can hear a CAR ALARM sounding. He pulls his KEYS OUT and 
     hits the ALARM switch. Hearing the DOUBLE BEEP as the alarm stops, he 
     spots the Jaguar.

     The Jaguar PEELS OUT just as Dodd emerges from the trailer park.

85   INT. JAGUAR DAY [[COLOUR SEQUENCE]]                                     85   

     Leonard is breathing hard, looking around nervously. He starts knocking 
     BITS OF BROKEN WINDOW GLASS out of the driver’s side window with his 
     elbow then pulling photos and pieces of paper out of his pockets as he 
     drives.

     Leonard finds a NOTE that gives a description of Dodd, along with the 
     motel and room number where Dodd is staying.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 56
     7-19-01                                                     


86   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   86   

     Leonard (boxers, bandaged arm) has the NEEDLE/PEN in one hand and the 
     BROKEN PEN in the other. Leonard DIPS the needle into the clear plastic 
     INK RESERVOIR off the broken pen.

87   EXT. TRAILER PARK PARKING LOT - DAY [[COLOUR SEQUENCE]]                 87   

     Leonard is in the Jaguar. Dodd (without any bruises) is standing by 
     the window, aiming his gun at Leonard.

                           DODD
               I haven’t made a strong enough 
               impression.

                           LEONARD
                    (amused)
               Don’t be too hard on yourself.

     Dodd motions for Leonard to open the passenger side door.

     Dodd gets into the passenger seat, gun on Leonard. Leonard nods to 
     him.

                           LEONARD (CONT'D)
               Seat belt.

     Leonard starts to reach over his left shoulder with his right hand as 
     if for the seat belt. Dodd watches Leonard’s right hand.

     With his left hand, Leonard opens the door. He rolls out, SLAMMING the 
     door in Dodd’s face, and hitting the central locking on his car keys.

     Leonard TAKES OFF across the asphalt. Dodd tries the doors, then SHOOTS 
     at Leonard, SHATTERING the driver’s side window, triggering the CAR 
     ALARM.

     Dodd climbs through the window and takes off after him.

     Leonard slips into a trailer park, TRIPPING as he DIVES into a gap 
     between two trailers, STUMBLING over the PLASTIC LAWN FURNITURE and 
     OLD BIKES which litter the narrow gap.

     He picks himself up and SPRINTS into the alley behind the trailers. He 
     races along behind the trailers.

     Leonard is RUNNING FURIOUSLY, arms pumping.

                           LEONARD (V.O.) (CONT'D)
               What the fuck am I doing?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 57
     7-19-01                                                     


     Leonard glances to his right, and through a GAP between the two trailers 
     he catches a glimpse of Dodd on the other side of the trailer homes, 
     racing along parallel to Leonard.

                           LEONARD (V.O.) (CONT'D)
               Chasing him!

     Leonard cuts down the next gap between trailers, heading FULL SPEED 
     for Dodd’s side.

                                                          CUT TO:

88   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                     88   

     Leonard looks at the INK-COVERED NEEDLE. Leonard consults the FILE 
     CARD. It has a HANDWRITTEN MESSAGE:

     "TATTOO: ACCESS TO DRUGS"

                                                          CUT TO:

89   EXT. DISCOUNT INN NIGHT [[COLOUR SEQUENCE]]                             89   

     Leonard exits room 304 of the Discount Inn carrying a SHOPPING BAG, 
     looking GRIM-FACED.

90   INT. JAGUAR NIGHT [[COLOUR SEQUENCE]]                                   90   

     Leonard gets in, gently places the bag on the passenger seat.

91   EXT. STREET NIGHT [[COLOUR SEQUENCE]]                                   91   

     The Jaguar speeds along.

92   EXT. PARKING LOT OVERLOOKING RESERVOIR NIGHT [[COLOUR SEQUENCE]]        92   

     Leonard gets out of the Jaguar, carrying the shopping bag. He climbs 
     the chain-link fence.

93   EXT. RESERVOIR NIGHT SAME [[COLOUR SEQUENCE]]                           93   

     Leonard has built a small FIRE. He reaches into the bag and removes a 
     small STUFFED TOY. He douses it with lighter fluid and places it on 
     the fire. He watches the fur blacken and the plastic eyes melt.

     Leonard reaches into the bag and pulls out a well-worn PAPERBACK BOOK, 
     whose cover has long-since been ripped off.

     Leonard flicks through the pages.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 58
     7-19-01                                                     


94   INT. BEDROOM, LEONARD’S APARTMENT NIGHT [[COLOUR SEQUENCE]]             94   

     Leonard is undressing. Leonard’s Wife is in bed, reading the well-worn 
     paperback.

                           LEONARD
               How can you read that again?

                           LEONARD’S WIFE
                    (without looking up)
               It’s good.

                           LEONARD
               You’ve read it a hundred times.

                           LEONARD’S WIFE
               I enjoy it.

                           LEONARD
               Yeah, but the pleasure of a book is 
               in wanting to know what happens next

                           LEONARD’S WIFE
                    (looks up, annoyed)
               Don’t be a prick. I’m not reading it 
               to annoy you, I enjoy it. Just let 
               me read, please.

95   EXT. RESERVOIR NIGHT [[COLOUR SEQUENCE]]                                95   

     He places the BOOK on the fire. He reaches into the bag, produces a 
     BRA and a HAIRBRUSH. He puts the bra on the fire, then pulls some BLACK 
     HAIR out of the hairbrush. He holds a few strands out above the fire 
     until they shrivel up in the heat. He does this with a larger clump 
     and it produces a SMALL FLAME so he DROPS it into the fire.

                           LEONARD (V.O.)
               Probably tried this before. Probably 
               burned truckloads of your stuff. 
               Can’t remember to forget you.

     He DROPS the brush onto the fire, pulls a GREEN ALARM CLOCK out of the 
     bag and adds it to the fire. Once the bag is EMPTY, Leonard places it 
     on the fire. He sits looking at the flames.

                                                     DISSOLVE TO:

96   EXT. RESERVOIR DAWN [[COLOUR SEQUENCE]]                                 96   

     The sky has brightened. Leonard KICKS the dying embers apart.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 59
     7-19-01                                                     


97   INT./EXT. DAWN THE JAGUAR SPEEDS ALONG [[COLOUR SEQUENCE]]              97   

     Leonard looks into his rearview mirror to see a LANDCRUISER following 
     him. Leonard SPEEDS UP, turns right. The Landcruiser sticks behind.

                           LEONARD (V.O.)
               Do I know this guy?

     Leonard fishes photographs out of his pocket, examining them.

     The Landcruiser ACCELERATES until it is uncomfortably close.

     Leonard slows, turning into a PARKING LOT. The Landcruiser follows.

                           LEONARD (V.O.) (CONT'D)
               He seems to know me.

     The Landcruiser PULLS ALONGSIDE the Jaguar. Leonard looks over. Dodd 
     (no bruises) is at the wheel. Leonard rolls down his window.

                           LEONARD (V.O.) (CONT'D)
               What the fuck!

     Dodd pulls out a HASNDGUN and points it at Leonard. Leonard SLAMS on 
     the brakes, JERKING to a halt as the Landcruiser pulls over in front 
     of the Jaguar.

98   EXT. TRAILER PARK PARKING LOT DAY [[COLOUR SEQUENCE]]                   98   

     Dodd, gun in hand, gets out of the Landcruiser and approaches.

                           DODD
               I like your car.

                           LEONARD
               Thanks.

                           DODD
               Where’d you get it?

                           LEONARD
               Interested in buying one?

                           DODD
               I just want you to tell me how you 
               came by that car.

                           LEONARD
               I forget.

     Dodd points his gun at Leonard through the window.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 60
     7-19-01                                                     


                           DODD
               I haven’t made a strong enough 
               impression on you.

                           LEONARD
                    (amused)
               I wouldn’t be too hard on yourself.

99   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                   99   

     Leonard (boxers, bandaged arm) drops the FILE CARD and presses the INK-
     COVERED NEEDLE against his thigh. Leonard pushes the ink-covered needle 
     against his thigh, ABOUT TO BREAK THE SKIN.

     The PHONE RINGS, surprising Leonard. He watches it ring, then reaches 
     out with his BANDAGED arm to lift the receiver.

                           LEONARD
               Who is this?

                                                          CUT TO:

100   INT. MOTEL ROOM 304 - NIGHT [[COLOUR SEQUENCE]]                       100   

     Leonard is WOKEN by the sound of a door SHUTTING FIRMLY. He turns his 
     head to see a glow from under the bathroom door.

     In the dim light he can see a well-worn, COVERLESS PAPERBACK BOOK on 
     the far bedside table. Next to it is a HAIRBRUSH and a drinking glass 
     half-full of water. There is a small STUFFED TOY sitting by the pillow 
     next to Leonard’s head. Leonard’s eyes are half—closed as he slides 
     his hand onto the other half of the bed, feeling the residual warmth, 
     smiling.

     He props himself up on one arm, rubs his eyes and reaches over to the 
     SMALL, GREEN ALARM CLOCK, straining to read its numbers in the dim 
     light. He breathes heavily, sleepily and shuts his eyes for a second, 
     UTTERLY CONTENT.

                           LEONARD
                    (about to tell her 
                    something)
               Honey?

     The sound of the SHOWER being run. Leonard opens his eyes and looks 
     over to the bathroom door.

                           LEONARD (CONT'D)
                    (relaxed)
               Honey? It’s late.

     Leonard swings his legs over and sits on the edge of the bed.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 61
     7-19-01                                                     


     Move in on Leonard’s face.

     

                           LEONARD (CONT'D)
               Everything okay?

     Leonard looks around with growing unease.

101   INT. LEONARD’S APARTMENT BATHROOM NIGHT [[COLOUR SEQUENCE]]           101   

     TREMBLING, SHALLOW-FOCUS EXTREME CLOSE UPS:

     A glass bottle SHATTERS against a tiled floor, bath salts and glass 
     spreading out over the black and white tiles.

102   INT. MOTEL ROOM 304 NIGHT [[COLOUR SEQUENCE]]                         102   

     Leonard RISES from the bed, STARING at the bathroom door.

103   INT. LEONARD’S APARTMENT BATHROOM NIGHT [[COLOUR SEQUENCE]]           103   

     SUDDEN MOVEMENT glimpsed through a WATER-BEADED CLEAR PLASTIC SHOWER 
     CURTAIN. Mirror SHATTERING.

104   INT. MOTEL ROOM 304 NIGHT [[COLOUR SEQUENCE]]                         104   

     Leonard is at the bathroom door. He TAPS gently.

105   INT. LEONARD’S APARTMENT BATHROOM NIGHT [[COLOUR SEQUENCE]]           105   

     The wet plastic shower curtain pulls TAUT across a GASPING, THRASHING 
     FEMALE FACE.

106   INT. MOTEL ROOM 304 NIGHT [[COLOUR SEQUENCE]]                         106   

     Leonard KNOCKS again. No answer. He KNOCKS louder, concerned.

                           LEONARD
               Are you okay in there?!

     Leonard GRABS the handle, THROWS OPEN THE DOOR.

107   INT. STEAM-FILLED BATHROOM ROOM 304 NIGHT [[COLOUR SEQUENCE]]         107   

     A BLONDE WOMAN in a silk dressing gown, seated on the toilet, looks up 
     from SNORTING a line of cocaine off a small hand mirror. She GIGGLES 
     as she speaks to Leonard.

                           BLONDE
               Was it good for you?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 62
     7-19-01                                                     


     Leonard stands in the doorway, SHAKEN. The Blonde realizes that Leonard 
     is not happy.

                           BLONDE (CONT’D) (CONT'D)
               Shit. Was I supposed to lock the 
               door?

                           LEONARD
               No. That would have been worse.

     Leonard moves to turn off the shower.

                           LEONARD (CONT'D)
               I’d like you to leave now.

108   INT. DISCOUNT INN, ROOM 304 - NIGHT - LATER [[COLOUR SEQUENCE]]       108   

     Leonard, fully clothed, grabs a SHOPPING BAG from the closet, and does 
     a quick circuit of the room, grabbing various items (the paperback 
     book, hairbrush, alarm clock, stuffed toy) and STUFFING them into the 
     bag.

109   EXT. DISCOUNT INN - NIGHT [[COLOUR SEQUENCE]]                         109   

     Leonard comes out of Room 304, grim-faced, carrying the shopping bag. 
     He goes to his Jaguar and gets in.

                                                          CUT TO:

110   INT. MOTEL ROOM 21 - NIGHT ##BLACK AND WHITE SEQUENCE##               110   

     Leonard (boxers, bandaged arm) dips the NEEDLE into the ink reservoir 
     and PUNCTURES the skin of his thigh, talking on the phone.

                           LEONARD
               Well, sir, that would certainly be 
               in keeping with some of my own 
               discoveries.  Yeah, I was hoping to 
               get more on the drugs angle. Hang on 
               a second.

     Leonard drops the needle/pen, pulls a LARGE FILE out of his sports bag 
     and opens it on the bed.

                           LEONARD (CONT'D)
               The police report mentioned the drugs 
               found in the car outside my house. 
               The car was stolen, but his prints 
               were all over it, along with some of 
               his stuff.  And I think there’s 
               something...
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 63
     7-19-01                                                     


                           LEONARD (CONT'D)
                    (flips through pages)
               Something about a syringe...
                    (flips pages, confused)
               I’ve got a copy of the police report.   
               It has lots of information, but with 
               my condition, it’s tough. I can’t 
               really keep it all in mind at once.

     Leonard looks at the back of the file, where he has written a list of 
     ‘CONCLUSIONS’. 

                           LEONARD  (CONT'D)
               I have to keep summarizing the 
               different sections... 

     Leonard flips back to the front page. on it there is a handwritten 
     note: "MISSING PAGES: 14—17, 19, 23...

                           LEONARD (CONT'D)
               Yeah, and there’s pages missing... I 
               guess I’ve been trying to log them 
               all.
                    (listens, smiles)
               The police gave me the report 
               themselves. I dealt with them a lot 
               in my insurance job, and I had friends 
               in the department. They must have 
               figured that if I saw the facts of 
               the case, then I would stop believing 
               that we needed to find John G.

     Leonard flips to the back page to look at his HANDWRITTEN CONCLUSIONS.

                           LEONARD (CONT'D)
               They weren’t even looking for John 
               G. The stuff they found in the car 
               just fit in with what they believed 
               had happened, so they didn’t chase 
               any of it up.

111   EXT. DISCOUNT INN - DAY [[COLOUR SEQUENCE]]                           111   

     Leonard pulls up in the Jaguar, checks the name against a NOTE written 
     on a BEER MAT, and heads into the office.

     Leonard comes out of the office, gets a sports bag from the Jaguar, 
     then takes a Polaroid of the entrance and heads for Room 304.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 64
     7-19-01                                                     


112   INT. DISCOUNT INN - ROOM 304 - DAY [[COLOUR SEQUENCE]]                112   

     Leonard enters the unoccupied room, flapping the Polaroid photo. He 
     sifts through his sports bag, pulls out a pen and writes the motel’s 
     address on the picture.

     With well-practiced, efficient movements, Leonard removes his wall 
     chart from the sports bag, unrolls it, sticks it to the wall. He takes 
     a stack of Polaroids out of the sports bag and works through them, 
     considering each new picture and finding its proper place on the chart 
     like someone playing solitaire.

     LATER:

     Leonard flips through the yellow pages, looking under "Escort Services".

     LATER:

     Leonard is on the phone.

                           LEONARD
               None? Okay, blonde. Yeah, blonde is 
               fine.  Discount Inn, 304. Leonard.  

     LATER:

     Leonard opens the door to the Blonde.

     LATER:

     The Blonde is looking curiously at the chart, drink in hand.

     Leonard is in the chair.

                           BLONDE
               Well, what then?

                           LEONARD
               It’s simple, you just go to the 
               bathroom.

     The Blonde turns, surprised. Leonard smiles, embarrassed.

                           LEONARD (CONT'D)
               No, you just go into the bathroom. 
               We go to bed, you wait till I fall 
               asleep, then you go into the bathroom 
               and slam the door.

                           BLONDE
               Slam it?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 65
     7-19-01                                                     


                           LEONARD
               Just loud enough to wake me up.

                           BLONDE
               That’s it?

                           LEONARD
               That’s it.

     Leonard gets up, pulls a paper shopping bag out of the closet and hands 
     it to the Blonde.

                           LEONARD (CONT'D)
               But, first I need you to put these 
               things around.

     The Blonde looks confused.

                           LEONARD (CONT'D)
               Just pretend these things are yours, 
               and this is your bedroom.

     The Blonde pulls a bra out of the bag.

                           BLONDE
               Should I wear it?

                           LEONARD
               No. Just leave the stuff lying around 
               as if it were yours. Like you just 
               took it off or something.

                           BLONDE
               Whatever gets you off.

     The Blonde pulls the hairbrush out of the bag. She moves to brush her 
     hair with it, but Leonard stops her.

                           LEONARD
               No!  No, don’t use it, you, I mean 
               it’s... you just have to put it where 
               you would if it were yours.

     The Blonde sees the BLACK HAIR stuck in the brush.

113   INT. DISCOUNT INN ROOM 304 - NIGHT [[COLOUR SEQUENCE]]                113   

     The lights are off. The Blonde and Leonard are lying side by side in 
     bed.

     The Blonde checks to see that Leonard is asleep, then slips out of 
     bed. She grabs her purse then opens the bathroom door.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 66
     7-19-01                                                     


     She looks back at Leonard, asleep. She moves into the bathroom and 
     shuts the door firmly, making a LOUD BANG.

     Leonard’s EYES OPEN.

114   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQCTENCE##                114   

     Leonard (boxers, bandaged arm) TATTOOS HIMSELF as he talks on the phone. 
     So far he has tattooed:

     "FACT 5."

                           LEONARD
               The drugs stashed in the car doesn’t 
               ring true for me.

     Leonard consults his FILE CARD, which says:

     "TATTOO: ACCESS TO DRUGS"

                           LEONARD (CONT'D)
               The police figure the guy was an 
               addict needing money to score, but 
               I’m not convinced. He’s not gonna be 
               breaking in when he’s still got a 
               stash that big.  
                    (listens)
               I think John G. left it or planted 
               it.
                    (listens)
               Well, it was a lot for one guy’s 
               personal use.
                    (listens)
               How do you know that?
                    (listens, checks report)
               Right, that’s true. It fits.
                    (listens)
               Too much for personal use, so he 
               deals.

     Leonard takes his pen and alters his FILE CARD to read:

     "TATTOO: FACT 5. DRUG DEALER"

     Leonard picks up the NEEDLE/PEN and continues his tattoo.

115   EXT. NATALIE’S HOUSE DAY [[COLOUR SEQUENCE]]                          115   

     The CAR ALARM of the Jaguar is SOUNDING.

     Leonard exits, walks to the car and gets in, switching off the alarm.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 67
     7-19-01                                                     


                           TEDDY (O.S.)
               You should lock a car as nice as 
               this.

     Teddy is in the passenger seat. Leonard, startled, GRABS him by the 
     throat.

                           LEONARD
               Who the fuck are you?

                           TEDDY
                    (gasping)
               Teddy. Your buddy.

                           LEONARD
               Prove it.

                           TEDDY
                    (gasping)
               Sammy. Remember Sammy. You told me 
               about Sammy.

     Leonard lets him go.

                           LEONARD
               What are you doing in my car?

     Teddy is now wearing his big grin, rubbing his neck.

                           TEDDY
               Sense of humour went with the memory, 
               huh? You know why you’re still here, 
               don’t you?

                           LEONARD
               Unfinished business.

                           TEDDY
               Lenny, as a buddy, let me inform 
               you.  Your business here is very 
               much finished.  You’re still here 
               because of Natalie.

                           LEONARD
               Who’s she?

     Teddy chuckles.

                           TEDDY
               Whose house do you think you just 
               walked out of?

     Leonard looks at the house. Teddy motions towards Leonard’s pockets.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 68
     7-19-01                                                     


                           TEDDY (CONT'D)
               Take a look at your pictures, I bet 
               you got one of her.

     Leonard pulls out his Polaroids and flips through them. He pauses at 
     the one of Natalie. Teddy SWIPES it out of his hands to get a better 
     look at the blurred image of Natalie turning in a doorway.

                           TEDDY (CONT'D)
               Great shot, Lenny.

     Teddy flips the photo over. There is nothing on the back.

     Teddy hands it back to Leonard.

                           TEDDY (CONT'D)
               You wanna make a note that you can’t 
               trust her.

                           LEONARD
               Why’s that?

                           TEDDY
               Because she’ll have taken one look 
               at your clothes and your car and 
               started thinking of ways to turn the 
               situation to her advantage. She’s 
               already got you staying with her, 
               for fuck’s sake. You can’t stay with 
               her. Let me give you the name of a 
               motel.

     Teddy starts looking for a piece of paper.

                           TEDDY (CONT'D)
               Good thing I found you. She’s bad 
               news.

                           LEONARD
               What do you mean "bad news"?

                           TEDDY
               She’s involved with these drug 
               dealers.

     Teddy opens the GLOVE COMPARTMENT, finding a STACK OF BEER MATS from a 
     local bar called FERDY’S.  

                           TEDDY (CONT'D)
               See these? That’s the bar where she 
               works. Her boyfriend’s a drug dealer.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 69
     7-19-01                                                     


                           TEDDY (CONT'D)
               She’d take orders for him, arrange 
               meets.  He’d write messages on these, 
               then leave it on the bar. She’d drop 
               replies when she served him drinks.

                           LEONARD
               Why should I care?

     Teddy starts writing on the BEER MAT.

                           TEDDY
               She’s gonna use you. To protect 
               herself.

                           LEONARD
               From who?

                           TEDDY
               Guys who’ll come after her. Guys 
               who’ll want to know what happened to 
               her boyfriend. They’ll want to make 
               somebody pay. Maybe she’ll try and 
               make it you.

                           LEONARD
               Yeah, well maybe she’ll make it you. 
               Is that it? You worried she’ll use 
               me against you?

                           TEDDY
               She couldn’t.

                           LEONARD
               Why not?

                           TEDDY
                    (grins)
               She has no idea who I am.

                           LEONARD
               Why are you following me?

                           TEDDY
               I’m trying to help you. I knew she’d 
               get her claws into you. She doesn’t 
               know anything about your 
               investigation, so when she offers to 
               help you, it’ll be for her own 
               reasons. Why would I lie? Do not go 
               back to her. Take out a pen, write 
               yourself a note, do not trust her.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 70
     7-19-01                                                     


     Leonard takes out his pen, places the picture of Natalie face down on 
     the dash and writes on the white strip on the back:

     "DON’T TRUST HER"

                           LEONARD
               Happy now?

                           TEDDY
               I won’t be happy until you leave 
               town.

                           LEONARD
               Why?

                           TEDDY
               How long do you think you can hang 
               around here before people start asking 
               questions?

                           LEONARD
               What sort of questions?

                           TEDDY
               The sort of questions you should be 
               asking yourself.

                           LEONARD
               Like what?

                           TEDDY
               Like how'd you get this car? That 
               suit?

                           LEONARD
               I have money.

                           TEDDY
               From what?

                           LEONARD
               My wife’s death. I used to work in 
               Insurance, we were well covered.

                           TEDDY
               So in your grief you wandered into a 
               Jaguar dealership?

     Leonard says nothing. Teddy laughs.

                           TEDDY (CONT'D)
               You haven’t got a clue, have you? 
               You don’t even know who you are?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 71
     7-19-01                                                     


                           LEONARD
               Yes, I do. I don’t have amnesia. I 
               remember everything about myself up 
               until the incident. I’m Leonard 
               Shelby, I’m from San Fran--

                           TEDDY
               That’s who you were, Lenny. You don’t 
               know who you are, who you’ve become 
               since the incident. You’re wandering 
               around, playing detective... and you 
               don’t even know how long ago it was.

     Teddy reaches out to Leonard’s lapel, and gently opens his jacket to 
     reveal the label.

                           TEDDY (CONT'D)
               Put it this way. Were you wearing 
               designer suits when you sold 
               insurance? Leonard looks down at his 
               suit, then back to Teddy.

                           LEONARD
               I didn’t sell

                           TEDDY
               I know, you investigated. Maybe you 
               need to apply some of your 
               investigative skills to yourself.

                           LEONARD
               Yeah, well, thanks for the advice.

                           TEDDY
               Don’t go back in there. There’s a 
               motel out of town.

     Teddy hands Leonard the BEER MAT and gets out of the car.

                           TEDDY (CONT'D)
               It’s been fun, Lenny.

     Teddy walks off. Leonard pulls his Polaroids out of his pocket and 
     finds the one of Teddy. He places it on the dash, face up, next to the 
     one of Natalie which is still face down

     on the dash. Leonard reads the message he has written on the back of 
     Natalie’s picture:

     "DON’T TRUST HER"

     He flips Teddy’s picture over, like a croupier turning a card at 
     blackjack. On the back it says:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 72
     7-19-01                                                     


     "DON’T BELIEVE HIS LIES"

     Leonard purses his lips in surprised frustration. He grabs his pen and 
     scribbles on the back of Natalie’s picture, obliterating the words:

     "DON’T TRUST HER"

     He flips Natalie’s picture over and considers her blurred image. He 
     looks up at her house, then picks up the BEER MAT, reading the address 
     Teddy has given him.

                           LEONARD
               Fuck it. I need my own place.

     Leonard starts the engine.

116   EXT. DISCOUNT INN - DAY [[COLOUR SEQUENCE]]                           116   

     Leonard pulls up in his Jaguar, checks the name of the motel against 
     the note written on the BEER MAT, then heads into the office to check 
     in.

     Leonard comes out of the office, takes a Polaroid of the front of the 
     motel, and heads for Room 304.

117   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE## 117             117   

     Leonard (boxers, bandaged arm) talks on the phone. He presses the 
     NEEDLE/PEN against his thigh, working on a "D".

                           LEONARD
               I can’t blame the cops for not taking 
               me seriously. This is a difficult 
               condition for people to understand. 
               I mean look at Sammy Jankis. His own 
               wife couldn’t deal with it.  
                    (listens)
               I told you about how she tried to 
               get him to snap out of it?
                    (listens)
               It got much worse than that. 
               Eventually Sammy’s wife came to see 
               me at the office, and I found out 
               all kinds of shit.
                    (listens)
               She knew that I was the one who had 
               built the case for Sammy faking it.

118   INT. LEONARD’S OFFICE DAY ##BLACK AND WHITE SEQUENCE##                118   

     Leonard, in a CHEAP SUIT AND TIE, gets up from behind his desk to shake 
     hands with Mrs. Jankis. They talk, Leonard nodding as he listens. Mrs. 
     Jankis is crying.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 73
     7-19-01                                                     


                           LEONARD (V.O.)
               She told me about life with Sammy, 
               how she’d treated him. It had got to 
               the point where she’d get Sammy to 
               hide food all around the house, then 
               stop feeding him to see if his hunger 
               would make him remember where he’d 
               hidden the stuff.  She wasn’t a cruel 
               person, she just wanted her old Sammy 
               back.

     The tearful Mrs. Jankis gives Leonard a determined look.

                           MRS. JANKIS
               Mr. Shelby, you know all about Sammy 
               and you decided that he was faking

                           LEONARD
               Mrs. Jankis, the company’s position 
               isn’t that Sammy is "faking" anything, 
               just that his condition can’t be 
               shown--

                           MRS. JANKIS
               I’m not interested in the company 
               position, Mr. Shelby. I want to know 
               your honest opinion about Sammy.

                           LEONARD
               We shouldn’t even be talking this 
               way while the case is still open to 
               appeal.

                           MRS. JANKIS
               I’m not appealing the decision.

                           LEONARD
               Then why are you here?

                           MRS. JANKIS
               Mr. Shelby, try and understand. When 
               I look into Sammy’s eyes, I don’t 
               see some vegetable, I see the same 
               old Sammy.  What do you think it’s 
               like for me to suspect that he’s 
               imagining this whole problem?  That 
               if I could just say the right thing 
               he’d snap out of it and be back to 
               normal? If I knew that my old Sammy 
               was truly gone, then I could say 
               goodbye and start loving this new 
               Sammy. As long as I have doubt, I 
               can’t say goodbye and move on.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 74
     7-19-01                                                     


                           LEONARD
               Mrs. Jankis, what do you want from 
               me?

                           MRS. JANKIS
               I want you to forget the company you 
               work for for thirty seconds, and 
               tell me if you really think that 
               Sammy is faking his condition.

     Leonard plays with his letter opener, thinking.

                           MRS. JANKIS (CONT’D) (CONT'D)
               I need to know what you honestly 
               believe.

                           LEONARD
                    (looks at Mrs. Jankis)
               I believe that Sammy should be 
               physically capable of making new 
               memories.

                           MRS. JANKIS
               Thank you.

119   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                 119   

                           LEONARD
               She seemed to leave happy. I thought 
               I’d helped her.

     Leonard puts the NEEDLE/PEN down, and wipes blood from his new, homemade 
     TATTOO, which says:

     "FACT 5. DRUG DEALER"

                           LEONARD (CONT'D)
               I thought she just needed some kind 
               of answer.  

                           LEONARD (CONT'D)
               I didn’t think it was important to 
               her what the answer was, just that 
               she had one to believe.

     Leonard notices the BANDAGE on his LEFT ARM. He starts  fiddling with 
     the TAPE, peeling back the corners.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 75
     7-19-01                                                     


120   INT. NATALIE’S LIVING ROOM - DAY [[COLOUR SEQUENCE]]                  120   

     Leonard sifts through the papers on the desk, agitated. He hears a car 
     door SLAM. He looks out of the window to see  Natalie getting out of 
     her car.

     She turns and comes towards the front door. Her face is SWOLLEN and 
     BLEEDING.

     Leonard OPENS the door for her. She RUSHES past him.  

                           LEONARD
               What happened?

     Natalie, intensely AGITATED, FUMBLES with things in her purse.

                           NATALIE
               What does it look like?!

     She turns to Leonard so that he can see the full extent of her injuries. 
     Her eye is SWELLING UP, and her lip is SPLIT.

                           NATALIE (CONT'D)
               He beat the shit out of me.

                           LEONARD
               Who?

                           NATALIE
               Who?! Fuck, Leonard! Dodd! Dodd beat 
               the shit out of me.

     Natalie FLINGS her purse to the ground in frustration. She does not 
     know what to do with her hands.

                           LEONARD
               Why?

     Natalie turns to him, ENRAGED.

                           NATALIE
               Because of you, you fucking idiot!
               Because I did what you told me!  Go 
               to him, reason with him, tell him 
               about Teddy! Great fucking idea!  

     Leonard APPROACHES her, palms out.

                           LEONARD
               Calm down.

     Natalie starts to HIT Leonard. He takes her arms.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 76
     7-19-01                                                     


                           LEONARD (CONT'D)
                    (softly)
               Take it easy. You’re safe now. You’re 
               safe.

     He sits her down on the couch.

                           LEONARD (CONT'D)
               Let’s get some ice on your face.

     LATER:

     Natalie, crying softly, holds a paper towel filled with ice

     cubes to her swollen cheek while Leonard gently uses a damp paper towel 
     to wipe the blood from her upper lip.

                           NATALIE
               I did exactly what you told me. I 
               went to Dodd and I said that I didn’t 
               have  Jimmy’s money, or any drugs, 
               that this Teddy must have taken 
               everything.

                           LEONARD
               And what did he say?

                           NATALIE
               He didn’t believe me. He said that 
               if I don’t get him the money tomorrow 
               he’s gonna kill me. Then he started 
               hitting me.

                           LEONARD
               Where is he?

                           NATALIE
               What are you gonna do?

                           LEONARD
               I’ll go see him.

                           NATALIE
               And?

                           LEONARD
               Give him some bruises of his own and 
               tell him to look for a guy called 
               Teddy.

                           NATALIE
               He’ll kill you, Lenny.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 77
     7-19-01                                                     


                           LEONARD
                    (smiling)
               My wife used to call me Lenny.

                           NATALIE
               Yeah?

                           LEONARD
               Yeah, I hated it.

                           NATALIE
               This guy’s dangerous, let’s think of
               something else.

     Leonard takes out a piece of paper but he cannot find his pen.

                           LEONARD
               I’ll take care of it. Just tell me 
               what he looks like, and where I can 
               find him.  Do you have a pen?

     Natalie gets a pen out of her purse and hands it to him.

                           NATALIE
               He’ll probably find you.

                           LEONARD
               Me? Why would he be interested in 
               me?

                           NATALIE
               I told him about your car.

                           LEONARD
               Why would you do that?

                           NATALIE
               He was beating the crap out of me! I 
               had to tell him something!

     Leonard hands Natalie the piece of paper and pen.

                           LEONARD
               Just write it all down. What he looks 
               like, where I find him. 

     Natalie hands him a note. It says: 

     "DODD MOUNTCREST INN ON 5TH ST., ROOM 6"  

     "PUT HIM ON TO TEDDY OR JUST GET RID OF HIM FOR NATALIE"

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 78
     7-19-01                                                     


     Outside, a CAR ALARM starts to sound. Leonard gets up and heads to the 
     door, flipping through his Polaroids.

121   EXT. NATALIE’S HOUSE - DAY [[COLOUR SEQUENCE]]                        121   

     The Jaguar’s CAR ALARM is sounding.

     Leonard exits Natalie’s house, walks to his Jaguar and gets in, 
     silencing the alarm.

                           TEDDY (O.S.)
               You should lock a car as nice as 
               this.

     Leonard, startled, GRABS Teddy by the throat.

                                                          CUT TO:

122   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE## 122             122   

     Leonard, in boxers, bandage on arm, sits on the edge of  the bed talking 
     on the phone.

                           LEONARD
               No, she shouldn‘t have given me that 
               responsibility. Shit, I’m not a 
               doctor, I’m a claims investigator.

     Leonard crooks his neck to hold the receiver between ear and shoulder 
     and FIDDLES with the BANDAGE ON HIS LEFT ARM,  starting to peel back 
     the tape, trying to look under the cotton pad.

                           LEONARD (CONT'D)
               I suppose, but I’ve got all sorts of 
               other considerations.

     Leonard starts to REMOVE THE BANDAGE.

                           LEONARD (CONT'D)
               Legal responsibility, and large 
               financial...

     LEONARD REMOVES THE BANDAGE FROM HIS LEFT ARM, REVEALING A CRUDE TATTOO 
     WHICH SAYS:

     "NEVER ANSWER THE PHONE"

     Leonard looks up.   

                           LEONARD (CONT'D)
               Who is this?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 79
     7-19-01                                                     


     He takes the receiver away from his ear as if the caller has just hung 
     up.

                                                          CUT TO:

123   INT. NATALIE’S LIVING ROOM DAY [[COLOUR SEQUENCE]]                    123   

     Leonard is sitting on the coffee table, relaxed, looking at his 
     Polaroids. Natalie (WITHOUT BRUISES) BURSTS in through the front door, 
     scared.

                           LEONARD
               What’s wrong?

                           NATALIE
               Somebody’s come. Already.

                           LEONARD
               Who?

                           NATALIE
               Calls himself Dodd.

                           LEONARD
               What does he want?

                           NATALIE
               Wants to know what happened to Jimmy. 
               And his money. He thinks I have it. 
               He thinks I took it.

                           LEONARD
               Did you?

                           NATALIE
               No!

                           LEONARD
               What’s this all about?

     Natalie looks at him bitterly.

                           NATALIE
               You don’t know, do you? You’re 
               blissfully ignorant, aren’t you?

                           LEONARD
               I have this condition

                           NATALIE
               I know about your fucking condition, 
               Leonard!
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 80
     7-19-01                                                     


                           NATALIE (CONT'D)
               I probably know more about it than 
               you do! You don’t have a fucking 
               clue about anything else!

                           LEONARD
               What happened?

                           NATALIE
               What happened is that Jimmy went to 
               meet a guy called Teddy. He took a 
               lot of money with him and he didn’t 
               come back.  Jimmy’s partners think I 
               set him up. I don’t know whether you 
               know this Teddy or how well Leonard 
               is getting frustrated.

                           LEONARD
               Neither do I.

                           NATALIE
               Don’t protect him.

                           LEONARD
               I’m not.

                           NATALIE
               Help me.

                           LEONARD
               How?

                           NATALIE
               Get rid of Dodd for me.

                           LEONARD
               What?

                           NATALIE
               Kill him. I’ll pay you.

                           LEONARD
               What do you think I am?! I’m not 
               gonna kill someone for money.

                           NATALIE
               What then? Love? What would you kill 
               for?  For your wife, right?

                           LEONARD
               That’s different.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 81
     7-19-01                                                     


                           NATALIE
               Not to me! I wasn’t fucking married 
               to her!

                           LEONARD
               Don’t talk about my wife.

                           NATALIE
               I can talk about whoever the fuck I 
               want!  You won’t even remember what 
               I say! I can tell you that your wife 
               was a fucking whore and we can still 
               be friends!

     Leonard stands up.

                           LEONARD
               Calm down.

                           NATALIE
               That’s easy for you to say! You can’t 
               get scared, you don’t remember how, 
               you fucking idiot!

                           LEONARD
               Just take it easy, this isn’t my 
               fault.

                           NATALIE
               Maybe it is! How the fuck would you 
               know?! You don’t know a fucking thing!  
               You can’t get scared, can you get 
               angry?!

     Leonard steps towards her.

                           LEONARD
               Yes.

                           NATALIE
               You pathetic piece of shit. I can 
               say whatever the fuck I want and you 
               won’t have a clue, you fucking retard.

                           LEONARD
               Shut the fuck up!

     Natalie gets right in his face, grinning.

                           NATALIE
               I’m gonna use you, you stupid fuck. 
               I’m telling you now because I’ll
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 82
     7-19-01                                                     


                           NATALIE (CONT'D)
               enjoy it more if I know that you 
               could stop me if you weren’t a freak.

     Leonard grabs his Polaroids and finds one of Natalie. He reaches into 
     his pocket for a pen, but cannot find one.

                           NATALIE (CONT'D)
               Lost your pen? That’s too bad, freak.
               Otherwise you could’ve written 
               yourself a little note about how 
               much Natalie hates your retarded 
               guts.

     Leonard moves around the room searching for a pen. Natalie follows 
     him, speaking into his ear.

                           NATALIE (CONT'D)
               No pens here, I’m afraid. You’re 
               never going to know that I called 
               you a retard, and your wife a whore.

     Leonard turns to face her, barely controlling his anger.

                           LEONARD
               Don’t say another fucking word!

                           NATALIE
               About your whore of a wife?

     Leonard slaps Natalie. She smiles, then speaks softly.

                           NATALIE (CONT'D)
               I read about your problem. You know 
               what one of the causes of short term 
               memory loss is?

     Leonard fumes.

                           NATALIE (CONT'D)
               Venereal disease. Maybe your cunt of 
               a wife sucked one too many diseased 
               cocks and turned you into a retard.

     Leonard turns away, body tensed, ready to snap. Natalie reaches out to 
     gently brush the hair above his ear with her fingers.

                           NATALIE (CONT'D)
               You sad freak, you won’t remember 
               any of what I’ve said, and we’ll be 
               best friends, or even lovers.

     Leonard spins around, BACKHANDING Natalie on the cheek.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 83
     7-19-01                                                     


     He PUNCHES her in the mouth then pushes her to the floor. He stands 
     over her, furious with himself as much as her.

     Natalie gets to her feet, and goes to the door. She turns to Leonard. 
     Her face is bloody but she smiles.

                           NATALIE (CONT'D)
               See you soon.

     Natalie exits. Leonard watches her walk out to her car and get in. She 
     just sits there.

     Leonard turns from the window and looks around the room. He grabs at 
     drawers, searching for a pen. He looks back out the window. Natalie is 
     still sitting in her car. Leonard is  sifting through the papers on 
     the desk when he hears a car door SLAM. He looks out of the window to 
     see Natalie getting out of her car. She turns to walk toward the house. 
     Her face is swollen and bloody.

     Leonard opens the door for her.

                           LEONARD
               What happened?

     Natalie, intensely AGITATED, FUMBLES with things in her purse.

                           NATALIE
               What does it look like?

124   INT. MOTEL ROOM 21 - DAY [[BLACK AND WHITE SEQUENCE]]                 124   

     Leonard lies on the bed, in jeans, topless. He reaches for the ringing 
     phone with his left arm. As his hand reaches the receiver Leonard reads 
     the tattoo on his arm which says: 

     "NEVER ANSWER THE PHONE"

     Leonard strokes the tattoo as he lets the phone ring. It stops. Leonard 
     goes to the door, opens it and checks the number of the room: 21. He 
     goes back to the phone, makes a call.

                           LEONARD
               Front desk?  Burt, right. Well, this 
               is Mr. Shelby in Room 21. I don’t 
               want any calls, none at all, got it?  
               Thanks. 

                                                          CUT TO:

125   EXT. NATALIE’S HOUSE - DAY [[COLOUR SEQUENCE]]                        125   

     Leonard’s Jaguar pulls up. Leonard and Natalie (WITHOUT BRUISES) get 
     out. Leonard is carrying his sports bag.  

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 84
     7-19-01                                                     


126   INT. NATALIE’S LIVING ROOM - DAY [[COLOUR SEQUENCE]]                  126   

     Natalie leads Leonard in, self—conscious about her messy living room.

                           NATALIE
               You can just crash out on the couch.
               You’ll be comfortable.

     Leonard nods and stands awkwardly.

                           NATALIE (CONT'D)
               Uh, take a seat.

     Leonard smiles and sits down in a chair. Natalie clears things off the 
     coffee table. Leonard unzips his bag and looks through his things, 
     pulling out his file.  

                           NATALIE (CONT'D)
               So how long you think it’s gonna 
               take you?

     Leonard raises his eyebrows.

                           NATALIE (CONT'D)
               You told me you were looking for the 
               guy who killed your wife.

                           LEONARD
                    (consulting file)
               Depends on if he’s here in town. Or 
               if he’s moved on. See, I’ve got all 
               this - 

                           NATALIE
               Can I ask you something?

     Leonard nods.

                           NATALIE (CONT'D)
               If you’ve got all this information, 
               how come the police haven’t found 
               him for you?

                           LEONARD
               They’re not looking for him.

                           NATALIE
               Why not?

     Leonard runs his finger down the list of conclusions on the back of 
     his file.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 85
     7-19-01                                                     


                           LEONARD
               They don’t think he exists.

     Natalie looks confused.

                           LEONARD (CONT'D)
               I told them what I remembered. I was 
               asleep, something woke me up...

     CUT TO FLASHBACK [[COLOUR SEQUENCE]]

127   INT. LEONARD’S APARTMENT BEDROOM - NIGHT [[COLOUR SEQUENCE]]          127   

     Leonard opens his eyes. He slides his hand over to the empty space on 
     the bed beside him, feeling the sheet.

                           LEONARD (V.O.)
               Her side of the bed was cold. She’d 
               been out of bed for a while.

     Leonard sits up in bed, listening.

128   INT. LEONARD’S HALLWAY WITH WOODEN FLOORS AND HIGH CEILINGS - NIGHT 
     [[COLOUR SEQUENCE]]                                                    128   

     We move down the hail towards a closed door. Shadows and  light play 
     across the floorboards from the gap under the  door. An ominous rumbling 
     builds. 

     INSERT QUICK CUTS:

     EXTREME CLOSE UPS:

     A glass bottle smashes against ceramic tiles. A mirror smashes. Flesh 
     hits tiled floor.

129   INT. LEONARD’S APARTMENT BEDROOM - NIGHT [[COLOUR SEQUENCE]]          129   

     Leonard takes a gun down from the top of the bedroom closet, then 
     quietly makes his way into the corridor.

     INT LEONARD’S APARTMENT BATHROOM - NIGHT [[COLOUR SEQUENCE]]

     He KICKS the door open, revealing two figures struggling on the floor 
     of a BATHROOM.

     Close up of a WOMAN’S FACE, wrapped in the wet clear plastic shower 
     curtain, STRUGGLING to breathe.

     Close up of a BASEBALL CAP-COVERED HEAD turning to reveal a face covered 
     by a DIRTY WHITE COTTON MASK.

     Close up of a GLOVED HAND drawing a PISTOL from the back of a waistband.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 86
     7-19-01                                                     


     A SHOT rings out and the white cotton mask is BLOWN into RED, the Masked 
     Man falling off the struggling woman. Leonard stands in the doorway, 
     smoking gun in hand. He is HIT HARD from behind by an UNSEEN ASSAILANT 
     who GRABS Leonard by the HAIR and THROWS his HEAD into the MIRROR, 
     SHATTERING IT.

     Leonard DROPS to the floor.

     An extreme close up of a woman’s staring eyes, seen through water-
     beaded, blood-spattered clear plastic.

     The EYES BLINK and we WHITE OUT.

     FADE DOWN FROM WHITE TO:

130   INT. NATALIE’S LIVING ROOM - DAY [[COLOUR SEQUENCE]]                  130   

                           LEONARD
               There had to be a second man. I was 
               struck from behind, I remember. It’s 
               about the last thing I do remember. 
               But the police didn’t believe me.

                           NATALIE
               How did they explain what you 
               remembered?  The gun and stuff?

                           LEONARD
                    (points at conclusions 
                    on back  of file)
               John G. was clever. He took the dead 
               man’s gun and replaced it with the 
               sap that he’d hit me with. He left 
               my gun and left the getaway car. He 
               gave the police a complete package. 
               They found a sap with my blood on it 
               in the dead man’s hand, and they 
               only found my gun. They didn’t need 
               to look for anyone else. I was the 
               only guy who disagreed with the facts, 
               and I had brain damage. 

     Natalie watches him. 

                           NATALIE
               You can stay here for a couple of 
               days if it’ll help.

                           LEONARD
               Thank you.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 87
     7-19-01                                                     


                           NATALIE
               I’ve got to get back for the evening 
               shift, so make yourself at home, 
               watch T.V., whatever. Just grab a 
               blanket and pillow off the bed. I 
               never need them all anyway.

     Leonard nods. Natalie heads for the door.

                           LEONARD
               Oh, one thing.

     Natalie TURNS. Leonard snaps her picture with his Polaroid camera. He 
     lowers the camera and smiles.

                           LEONARD (CONT'D)
               Something to remember you by.

     Natalie smiles unconvincingly, perturbed, and exits. Leonard sits down 
     on the couch and writes "Natalie" on the white strip under her photo 
     as it develops into the blurred image of Natalie which we have seen 
     before. He takes out his other Polaroids, flipping through them.

     LATER:

     Leonard watches commercials on TV. He notices the tattoo on his hand 
     ("REMEMBER SAMMY JANKIS"), then switches the TV off.

     He starts to examine his Polaroids.

     Natalie BURSTS through the door, worried.

                           LEONARD (CONT'D)
               What’s wrong?

                           NATALIE
               Somebody’s come. Already.

                                                          CUT TO:

131   INT. MOTEL ROOM 21 DAY ##BLACK AND WHITE SEQUENCE##                   131   

     There is a KNOCK at the door. Leonard PULLS ON HIS LONG-SLEEVED PLAID 
     WORK SHIRT, goes to the door and opens it. Burt is standing there.

                           BURT
               Leonard, it’s Burt from the front 
               desk.

                           LEONARD
               Yeah?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 88
     7-19-01                                                     


                           BURT
               I know you said you didn’t want any 
               calls...

                           LEONARD
               That’s right I did, didn’t I?

                           BURT
               Yeah, but there’s a call for you 
               from this guy. He’s a cop.

                           LEONARD
               A cop?

                           BURT
               And he says you’re gonna wanna hear 
               what he’s got to say.  

                           LEONARD
                    (shakes head)
               I’m not too good on the phone. I 
               need to look people in the eye when 
               I talk to them.  

     Burt shrugs, then walks off.  

                                                          CUT TO:

132   INT. FERDY’S BAR - DAY [[COLOUR SEQUENCE]]                            132   

     Leonard sits at a booth looking through his Polaroids. A DRUNK with 
     shaky hands sits at the bar. Natalie (without bruises) is working behind 
     the bar. She tops up a silver tankard with beer, brings it over and 
     sets it in front of Leonard, smiling.

                           NATALIE
               On the house.

                           LEONARD
               Thanks.

     Natalie watches in fascination as Leonard drinks from the mug. The 
     Drunk is giggling.

                           NATALIE
                    (fascinated)
               You really do have a problem. Just 
               like that cop said.

     Leonard looks at Natalie, confused.

                           NATALIE (CONT'D)
               Your condition, I mean.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 89
     7-19-01                                                     


                           LEONARD
                    (shrugs)
               Nobody’s perfect.

     Natalie leans in close, studying Leonard, looking him over.

                           NATALIE
               What’s the last thing you remember?

     Leonard looks at her.

     CUT TO FLASHBACK:

133   INT. LEONARD’S BATHROOM - NIGHT [[COLOUR SEQUENCE]]                   133   

     An extreme close up, from floor level, of a woman’s staring eyes seen 
     through water—beaded, blood—spattered clear plastic.

     The EYES BLINK.

134   INT. FERDY’S BAR - DAY [[COLOUR SEQUENCE]]                            134   

     BACK TO LEONARD IN BAR:

     Leonard looks at Natalie.

                           LEONARD
               My wife.

                           NATALIE
               Sweet.

                           LEONARD
               Dying.

                           NATALIE
               What?

                           LEONARD
               I remember my wife dying.

     Natalie picks up the silver tankard from the table.

                           NATALIE
               Let me get you a fresh glass. I think 
               this one was dusty.

135   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                 135   

     Leonard, in boxers and long—sleeved plaid work shirt, lies on the bed, 
     trying to ignore the RINGING PHONE. he rubs his tattoo: "NEVER ANSWER 
     THE PHONE". The phone goes quiet.  

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 90
     7-19-01                                                     


     Leonard hears a noise, and turns to see an ENVELOPE sliding underneath 
     the door. He gets off the bed and picks it up. It is addressed: 
     "LEONARD". He opens it and removes a POLAROID. The photo of himself, 
     bare-chested, tattooed and grinning maniacally, pointing to the bare 
     area of skin above his heart. Leonard stares at it, disturbed. 
     Underneath the photo is written:  

     "TAKE MY CALL"  

     The phone RINGS. 

                                                          CUT TO:

     

136   OMIT                                                                  136   

137   INT. JAGUAR PARKED IN FERDY’S BAR PARKING LOT - DAY [[COLOUR 
     SEQUENCE]]                                                             137   

     Leonard sits, studying his Polaroids. A metallic howl makes him glance 
     up and he sees the lid of a dumpster BANG SHUT. He puts his Polaroids 
     in his pocket and examines the beer mat with the message: "COME BY 
     AFTERWARDS, NATALIE" 

138   OMIT                                                                  138   

139   INT. FERDY’S BAR ON MAIN STREET - DAY [[COLOUR SEQUENCE]]             139   

     Leonard enters and sits at the bar a couple of places down from a 
     filthy, toothless Drunk. Natalie (without bruises) appears in front of 
     him. Leonard looks up at Natalie without recognition. She eyes him 
     coldly, staring at his clothes.

                           LEONARD
               Beer, please.

                           NATALIE
                    (apprehensive)
               What do you want?

                           LEONARD
               A BEER, please.

                           NATALIE
               Don’t just waltz in here dressed 
               like that and order a beer. 

     Leonard looks over to the filthy Drunk, then back at Natalie.

                           LEONARD
               There’s a dress code?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 91
     7-19-01                                                     


                           NATALIE
               What are you here for?

                           LEONARD
               I’m meeting someone called Natalie.

                           NATALIE
               Well, that’s me.

                           LEONARD
               Oh. But haven’t we met before?

     Natalie slowly shakes her head. Leonard is confused.

                           LEONARD (CONT'D)
               So why am I here?

                           NATALIE
               You tell me.

                           LEONARD
               I don’t remember. See, I have no 
               short-term memory. It’s not amnesia -  

                           NATALIE
               You’re the memory guy?

                           LEONARD
               How do you know about me?

                           NATALIE
               My boyfriend told me about you.

                           LEONARD
               Who’s your boyfriend?

                           NATALIE
                    (beat)
               Jimmy Grantz. Know him?

     Leonard shrugs.

                           NATALIE (CONT'D)
               Well, it seems like Jimmy knows you. 
               He told me about you. Said you were 
               staying over at the Discount. Then, 
               just this evening, this cop comes in 
               here looking for you. Looking for a 
               guy who couldn’t remember stuff, 
               who’d forget how he got here or where 
               he was going. I told him we get a 
               lot of guys like that in here.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 92
     7-19-01                                                     


     Leonard does not find this funny.

                           LEONARD
               Chronic alcoholism one cause of short 
               term memory loss.

                           NATALIE
               Are you Teddy?

                           LEONARD
               My name’s Leonard. 

                           NATALIE
               Did Teddy send you?

                           LEONARD
               I don’t know.

     Natalie stares at Leonard. Her look softens, becoming almost pleading.

                           NATALIE
               What’s happened to Jimmy?

                           LEONARD
               I don’t know. I’m sorry.

                           NATALIE
               You have no idea where you’ve just 
               come from? What you’ve just done?

     Leonard shakes his head.

                           LEONARD
               I can’t make new memories. Everything 
               fades, nothing sticks. By the time 
               we finish this conversation I won’t 
               remember how it started, and the 
               next time I see you I won’t know 
               that I’ve ever met you before.

                           NATALIE
               So why did you come here?

     Leonard pulls the beer mat out of his pocket and hands it to Natalie.

                           LEONARD
               Found it in my pocket.

     Natalie takes it, staring at it, emotional.

                           NATALIE
                    (quiet)
               Your pocket.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 93
     7-19-01                                                     


     She retreats down the bar to attend to a CUSTOMER, eyeing Leonard 
     suspiciously as he pulls out his Polaroids.

     LATER:

     Leonard hears a hocking sound and looks over to see the filthy Drunk 
     spitting a blob of sticky phlegm into a silver tankard which Natalie 
     holds across the bar. Natalie smiles.

                           NATALIE (CONT'D)
               Bar bet.

     Leonard shakes his head and looks down. He hears a snort and glances 
     over again. The Drunk is pushing his finger against one nostril, whilst 
     blowing snot out the other into the tankard. Natalie smiles again.

                           NATALIE (CONT'D)
               For a lot of money.

     She approaches with the tankard.

                           NATALIE (CONT'D)
               Care to contribute?

     Leonard shakes his head, disgusted. Natalie waves the tankard in his 
     face.

                           NATALIE (CONT'D)
               Come on, proceeds are going to 
               charity.

     Leonard drops a tidy blob of spit into the beer, shakes his head, 
     revolted. Natalie places the mug on the bar in front of the stool next 
     to Leonard’s. She takes a long-handled spoon and stirs it vigorously. 
     Leonard grabs his Polaroids and moves over to a booth.

     Natalie brings over the tankard arid places it in front of him, smiling.

                           NATALIE (CONT'D)
               On the house.

                           LEONARD
               Thank-you.

     Leonard raises the tankard to his lips.

                                                          CUT TO:

140   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                 140   

     Leonard, holding the Polaroid of himself, stares at the ringing phone. 
     He picks up the receiver. 

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 94
     7-19-01                                                     


                           LEONARD  
                    (anxious)
               What do you want?  
                    (listens)
               I know you’re a cop, but what do you 
               want? Did I do something wrong?  
                    (frightened)
               No, but I can’t remember things I 
               do. I don’t know what I just did. 
               Maybe I did something wrong, did I 
               do something wrong? 

     Leonard paces.  

                           LEONARD   (CONT'D)
               I dunno - something bad. Maybe I did 
               something bad.  

     A140 EXT. ALLEYWAY BEHIND TATTOO PARLOUR - DAY [[COLOUR SEQUENCE]]

     Leonard DROPS from a WINDOW, gains his balance and HURRIES to his Jaguar 
     which is parked on the street by the mouth of the alley. He slips into 
     the car, CLOSES the door gently, starts the engine and SPEEDS away.  

     B140 INT./EXT. JAGUAR PARKED OUTSIDE FERDY’S - DAY [[COLOUR SEQUENCE]]

     Leonard reaches into his jacket pocket and pulls out a round piece of 
     cardboard. It is a BEER MAT with the name of a local bar: "FERDY’S". 
     There is a message written on it: 

     "COME BY AFTERWARDS, NATALIE". 

     Leonard looks up at the doorway of the bar, then pulls the car around 
     into the parking lot. Natalie is standing by a  dumpster, heaving a 
     trash bag into it. She watches the car pull up, unable to see the 
     driver. Natalie casually knocks on the passenger side window. Leonard 
     lowers the window and  Natalie leans down. 

                           NATALIE
                    (casual)
               Hey, Jimmy - 

     Natalie stares at Leonard confused. 

                           NATALIE
               I’m sorry, I... I thought you were  
               someone else. 

     Natalie backs away from the car, perturbed. Just before she disappears 
     around the corner, she tips the lid of the dumpster, letting it fall 
     with a metallic howl and a BANG. 

     C140 INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE## 

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 95
     7-19-01                                                     


     Leonard talks on the phone, worried.  

                           LEONARD 
               No, Officer, but with my condition, 
               you don’t know anything... you feel 
               angry, guilty, you don’t know why. 
               You could do something terrible and 
               not have the faintest idea ten minutes 
               later. Like Sammy. What if I’ve done 
               something like Sammy?! 
                    (listens)
               I didn’t tell you? Didn’t I tell you 
               what happened to Sammy and his wife?! 
                    (listens)
               Mrs. Jankis came to my office and 
               asked my honest opinion about Sammy’s  
               condition. 

141   INT. LEONARD’S OFFICE - DAY ##BLACK AND WHITE SEQUENCE##              141   

     Mrs. Jankis is seated across the desk from Leonard. She gets up to 
     leave. Leonard just sits there.

                           LEONARD (V.O.)
               I never said he was faking. Just 
               that his condition was mental, not 
               physical.

     She seemed satisfied, she just said "thanks" and got up to leave. I 
     found out later that she went home and gave Sammy his final exam.

142   INT. THE JANKIS HOUSE LIVING ROOM - DAY ##BLACK AND WHITE             142   

                           SEQUENCE##
               Sammy watches T.V. commercials. Mrs. 
               Jankis watches him.

                           MRS. JANKIS
               Sammy, it’s time for my shot.

     Sammy looks up, smiling, glad to help. He goes into the kitchen and 
     comes back with a bottle of insulin, a syringe and a cotton swab.

     Sammy carefully prepares the injection and Mrs. Jankis offers him her 
     arm. (LEONARD AND LEONARD‘S WIFE TO SUBSTITUTE)

                           LEONARD (V.O.)
               She knew beyond doubt that he loved 
               her, so she found a way to test him.

     Sammy injects the insulin, then withdraws the needle, smiles 
     reassuringly at his wife and goes back into the kitchen.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 96
     7-19-01                                                     


     Mrs. Jankis watches Sammy flipping through the channels, looking for 
     commercials.

     She sets her watch back by fifteen minutes.

                           MRS. JANKIS
               Sammy, it’s time for my shot.

     Sammy looks up, smiling, glad to be able to help. He goes into the 
     kitchen and comes back with the bottle of insulin, the syringe and a 
     new cotton swab.

     He carefully prepares the injection and Mrs. Jankis offers him her 
     other arm. Sammy injects the insulin, then looks up at her and smiles.

     Sammy watches T.V. Mrs. Jankis sets her watch back by fifteen minutes.

                           MRS. JANKIS (CONT'D)
               Sammy, it’s time for my shot.

     Sammy looks over from the T.V., smiling, glad to be able to help.

     Mrs. Jankis offers Sammy her leg, and he gives her another shot of 
     insulin, smiling.

                           LEONARD (V.O.)
               She really thought she would call 
               his bluff...

     Mrs. Jankis sets her watch back by fifteen minutes.

                           LEONARD (V.O.) (CONT'D)
               ...or didn’t want to live with the 
               things she’d put him through.

     Sammy injects her in the stomach.

                                                     DISSOLVE TO:

     Mrs. Jankis, unconscious in her chair. Sammy glances over from watching 
     T.V. commercials, wondering.

     He goes to her and takes her hand, nudging her gently.

                           LEONARD (CONT'D)
               She went into a coma and never 
               recovered.

     Sammy grabs for the phone, dialing frantically.

                           LEONARD (V.O.) (CONT'D)
               Sammy couldn’t understand or explain 
               what had happened.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 97
     7-19-01                                                     


     Sammy strokes Mrs. Jankis’ cheek, crying.

143   INT. CROWDED DAY ROOM OF A NURSING HOME - DAY ##BLACK AND WHITE 
     SEQUENCE##                                                             143   

     Sammy sits watching other patients and nursing staff pass by.  (LEONARD 
     TO SUBSTITUTE) He looks at each one with a fresh look of expectant 
     recognition.

                           LEONARD (V.O.)
               He’s been in a home ever since. He 
               doesn’t even know his wife is dead.

144   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE## 144             144   

     Leonard strokes the tattoo on his hand.

                           LEONARD
               Sammy’s brain didn’t respond to  
               conditioning, but he was no con man. 
               When his wife looked into his eyes 
               she thought he could be the same as 
               he ever was. When I looked into 
               Sammy’s eyes, I thought I saw 
               recognition. We were both wrong. 
               Leonard looks into the mirror.  Now 
               I know. You fake it. If you think 
               you’re supposed to recognize someone, 
               you pretend to. You bluff it to get 
               a pat on the head from the doctors. 
               You bluff it to seem less of a freak. 

145   EXT. STRIP MALL - DAY [[COLOUR SEQUENCE]]                             145   

     The TYRES of the Jaguar SCREAM as the car SCREECHES to a halt. Leonard 
     backs the car up and stops in front of a TATTOO PARLOR. He grabs a 
     FILE CARD of f the dash which says:

     "TATTOO: FACT 6. CAR LICENSE: SG13 7IU"

146   INT. TATTOO PARLOR - DAY [[COLOUR SEQUENCE]]                          146   

     Leonard (beige suit) enters. A TATTOOIST is sitting with a magazine, 
     smoking.

                           LEONARD
               Didn’t know this town had a parlor.

                           TATTOOIST
               Every town’s got a parlor.

                           LEONARD
               I’d like this on my thigh please.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 98
     7-19-01                                                     


     Leonard hands her a FILE CARD. She reads the card, then looks at him. 
     He shrugs.

147   INT. CURTAINED CUBICLE - TATTOO PARLOR - DAY - CONTINUOUS [[COLOUR 
     SEQUENCE]]                                                             147   

     Leonard unbuckles his trousers and starts to pull them down.  He STOPS 
     when he sees his thigh, looking up at the tattooist.

                           LEONARD
               Promise you won’t call me an idiot.

     He pulls down his trousers, revealing his SCABBY, homemade tattoo. 
     ("FACT 5: DRUG DEALER"). The tattooist looks at it.

                           TATTOOIST
                    (shaking her head)
               Idiot.

148   INT. CURTAINED CUBICLE TATTOO PARLOR DAY CONTINUOUS                   148   

     Extreme close-up of the tattooing needle finishing an "F".

     Wider shows us Leonard sitting with his suit trousers around his ankles 
     in a curtained cubicle. Next to him on the floor is his sports bag of 
     notes and papers. The tattooist is  tattooing his thigh, Leonard is 
     reading a file, fascinated.

     The curtain is thrust open and Teddy pokes his head in.

                           TEDDY
               Hi, Lenny.

     The tattooist turns and looks up at Teddy.  

                           TATTOOIST
               It’s private back here.

                           TEDDY (CONT'D)
               It’s alright, we know each other, 
               right, Lenny?

     The tattooist looks to Leonard. Leonard shrugs. 

                           LEONARD
               How’d you know I was in here?

                           TEDDY
               The Jaguar’s out front. You didn’t 
               even bother to put it around back.

     Teddy cranes his neck to see what the tattoo says, but only "6. LI" is 
     visible.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                     p. 99
     7-19-01                                                     


                           TEDDY (CONT'D)
               You should have just left town, Lenny.
               There’s Tattoo parlors up North.

                           LEONARD
               Guess I wanted to get something down 
               before it slipped my mind.

     The tattoo needle buzzes as the tattooist makes a start on the next 
     letter: a "C". Teddy sticks his hand through the curtain.

                           TEDDY
               Gimme the keys, I’ll move the car.

     Leonard watches Teddy.

                           LEONARD
               It’ll be alright for a minute.

     Teddy shrugs. The tattooist looks up at him.

                           TATTOOIST
               Wait out there.

     Teddy goes back through the curtain. Teddy pops his head back through 
     the curtain.

                           TEDDY
               Lenny, I’ll be back in a minute. 
               I’ve got to get you some stuff.

149   INT. CURTAINED CUBICLE - TATTOO PARLOR - DAY - MOMENTS LATER [[COLOUR 
     SEQUENCE]]                                                             149   

     The buzzing of the tattoo needle stops. Leonard looks down at his thigh. 
     It says:

     "FACT 6. CAR LICENSE: SG13 7IU"

150   INT. TATTOO PARLOR - DAY - MOMENTS LATER [[COLOUR SEQUENCE]]          150   

     Leonard exits the curtained cubicle, buckling his belt. Teddy is waiting 
     for him with a PLASTIC BAG. Leonard pays the tattooist. Teddy looks at 
     her.

                           TEDDY
               Give us a minute, will ya?

     She shrugs and heads into the back. Teddy watches her go, then turns 
     to Leonard, conspiratorial.

                           TEDDY (CONT'D)
               We’ve got to get you out of here.  

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 100
     7-19-01                                                     


                           LEONARD
               Why?

                           TEDDY
               Why? Come on, Leonard, we talked 
               about this. It’s not safe for you to 
               be walking around like this.

                           LEONARD
               Why not?

                           TEDDY
               Because that cop’s looking for you. 
               We need to get you a change of 
               identity.  Some new clothes and a 
               different car should do for now. Put 
               these on.  

     Teddy offers the bag of clothes. Leonard refuses it.  

                           LEONARD
               What cop?

                           TEDDY
               This bad cop. He checked you into 
               the Discount Inn. Then he’s been 
               calling you for days, sticking 
               envelopes under your door, telling 
               you shit. 

                           LEONARD
               Envelopes? 

                           TEDDY
               He knows you’re no good on the phone, 
               so he calls you up to bullshit you.  
               Sometimes you stop taking his calls, 
               so he slips something under your 
               door to frighten you into answering 
               your phone again.  He’s been 
               pretending to help you. Feeding you 
               a line of crap about John G. being 
               some local drug dealer.  

                           LEONARD
               How do you know this?

                           TEDDY
               ‘Cos he fucking told me. He thinks 
               it’s funny. He’s laughing at you.

                           LEONARD
               How do you know him?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 101
     7-19-01                                                     


                           TEDDY
                    (glances around)
               I’m a snitch. He’s a cop from out of 
               town looking for information. The 
               local boys put us in touch.

     Leonard takes the plastic bag.

                           LEONARD
               What did he want to know from you? 

                           TEDDY
               He wanted to know all, about Jimmy 
               Grantz.

                           LEONARD
               Who?

                           TEDDY
               Jimmy’s a drug dealer. This cop wanted 
               to know all about how he sets up 
               deals, shit like that. He’s got some 
               score in mind and you’re involved. 
               Come on, there’s no time to argue - 
               if he knew I was helping you he’d 
               find a way to kill me. Just get these 
               clothes on. You’re gonna take my car 
               and get the fuck out of here.  Leonard 
               heads back into the curtained cubicle 
               with the plastic bag of clothes.

151   INT. CURTAINED CUBICLE - TATTOO PARLOR - DAY - CONTINUOUS [[COLOUR 
     SEQUENCE]]                                                             151   

     Leonard drops the plastic bag and takes his jacket off. He feels 
     something in the pocket, sticks his hand in and pulls out a charred 
     Polaroid photograph. Leonard examines it, PUZZLED. All that is visible 
     is AN ARM, lying on a floor. Leonard reaches into the other pocket and 
     pulls out his POLAROIDS, flicking through them until he finds the one 
     of Teddy. He flips it over and checks the back:

     "DON’T BELIEVE HIS LIES"

     Leonard reacts with amused RELIEF.

                           LEONARD
                    (under his breath)
               Sneaky fuck. "Bad Cop". Had me going.

     Leonard puts his jacket back on, checks the other pockets. He finds a 
     BEER MAT for a local bar named FERDY’S. There is a message written on 
     it:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 102
     7-19-01                                                     


     "COME BY AFTERWARDS, NATALIE"

     Leonard sticks it back in his pocket. He PEEKS through the curtains. 
     Teddy is sitting by the door, waiting. Leonard looks around, NOTICES a 
     window set high in the wall above the padded bench in the cubicle.  
     Leonard CLIMBS on the bench, OPENS the window and SQUEEZES himself 
     through.

152   EXT. TATTOO PARLOUR ALLEYWAY - DAY - CONTINUOUS [[COLOUR SEQUENCE]]   152   

     Leonard DROPS from the window, regains his balance and hurries to his 
     Jaguar which is parked on the street by the mouth of the alley.

                                                          CUT TO:

153   INT. MOTEL ROOM 21 - DAY ##BLACK AND WHITE SEQUENCE##                 153   

     Leonard, in boxers and plaid work shirt, sits hunched over the bedside 
     table, flipping through the file as he talks on the phone.

                           LEONARD
               So this Jimmy Grantz deals drugs out 
               of the bar where his girlfriend works. 
               But he’ll come to the meet alone.  

     Leonard looks down at the FRESH TATTOO on his thigh.  

     "FACT 5: DRUG DEALER" 

     He consults a file which he has drawn from his bag. 

                           LEONARD (CONT'D)
               I always figured the drugs angle 
               would be the best way to get him. 
               No, officer, I’m ready. Ready as 
               I’ll ever be.
                    (listens)
               You’re downstairs now? What do you 
               look like?
                    (listens)
               I’ll be right down.

     Leonard hangs up the phone and pulls on a pair of scruffy jeans. He 
     grabs his Polaroid camera and puts it over his shoulder.

154   EXT. DISCOUNT INN - DAY ##BLACK AND WHITE SEQUENCE##                  154   

     Leonard exits and heads to the Motel office.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 103
     7-19-01                                                     


155   INT. DISCOUNT INN OFFICE - DAY ##BLACK AND WHITE SEQUENCE##           155   

     The BELL CHIMES as Leonard enters. Burt is behind the counter. A MAN 
     stands by the free coffee. The Man TURNS AROUND. It is Teddy, with a 
     big grin.

                           TEDDY
               Lenny!

     Leonard smiles cautiously, and offers his hand.

                           LEONARD
               Officer Gammell.

156   EXT. DISCOUNT INN - DAY ##BLACK AND WHITE SEQUENCE##                  156   

     Leonard exits the office, followed by Teddy, and looks through his 
     Polaroids. He finds one of a PICKUP TRUCK, spots it in the lot, and 
     walks over to it. He turns around and points his camera at Teddy. Teddy 
     grins wider. Leonard snaps the picture.

                           LEONARD
               Something to remember you by.

     Leonard lowers the camera and takes out a pen, resting the picture 
     against the truck, about to write on the white strip beneath the 
     developing picture.

                           LEONARD (CONT'D)
               I’m sorry is it Officer, or 
               Lieutenant Gammell?

     Teddy coughs and looks at the picture.

                           TEDDY
               Just Teddy. Don’t write Gammell 
               please.

     Leonard raises his eyebrows.

                           TEDDY (CONT'D)
               I’m undercover. Here’s directions. 
               He’ll be heading there now.

     Teddy pulls a note out of his pocket and hands it to Leonard.

                           LEONARD
               You‘re not coming?

                           TEDDY
               Wouldn’t be appropriate. 

     Leonard climbs into the truck. Teddy taps on the window.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 104
     7-19-01                                                     


                           TEDDY (CONT'D)
               Leonard?

     Leonard cranks it down. Teddy looks at Leonard with something like 
     fatherly affection.

                           TEDDY (CONT'D)
               Make him beg.

157   INT./EXT. PICKUP TRUCK ON STREET - DAY ##BLACK AND WHITE SEQUENCE##   157   

     The pickup truck speeds along, past strip malls and gas stations, 
     heading into more desolate industrialization.

158   EXT. THE DERELICT BUILDING - DAY ##BLACK AND WHITE SEQUENCE##         158   

     The pickup truck bumps across the railroad tracks, then pulls

     up in front of the LARGE DERELICT BUILDING. Leonard gets out of the 
     pickup, looking around.

159   INT. DERELICT BUILDING - DAY - ##BLACK AND WHITE SEQUENCE##           159   

     He heads into the house, down the DIMLY-LIT, DECAYING FORMER HALLWAY, 
     treading carefully on the LOOSE, ROTTEN FLOORBOARDS.

     He notices a door at the end of the hallway. He opens the door to see 
     that it leads down to the basement.

     Leonard hears a CAR APPROACHING. He slips into the kitchen and looks 
     out the dirty, broken front windows.

160   EXT. DERELICT BUILDING - DAY ##BLACK AND WHITE SEQUENCE##             160   

     THE JAGUAR is approaching fast. It parks next to the PICKUP TRUCK, and 
     the driver emerges; a young man in his 30’s, smartly dressed in BEIGE 
     SUIT and BLUE SHIRT. This is JIMMY, the young man from Natalie’s 
     photograph. He looks at the truck then at the house.

161   INT. DERELICT BUILDING - DAY ##BLACK AND WHITE SEQUENCE##             161   

     Leonard steps back into the shadows of the crumbling kitchen.

     Jimmy approaches the doorway, peering into the dark hallway.

                           JIMMY
               Teddy?!

     Jimmy steps cautiously inside. Leonard emerges from the kitchen.

                           LEONARD
               Jimmy?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 105
     7-19-01                                                     


                           JIMMY
               What the fuck are you doing here?

                           LEONARD
               Do you remember me?

                           JIMMY
                    (laughs)
               Yeah, I remember you.

                           LEONARD
               You Jimmy Grantz?  

                           JIMMY
               Expecting any other Jimmy’s out here, 
               Memory Man? Where the fuck’s Teddy?

     Leonard comes out of the gloom, stopping in front of Jimmy, studying 
     his face. Leonard has a JACK HANDLE in his hand.

                           JIMMY (CONT’D) (CONT'D)
               Well?

                                                    FLASHBACK TO:

162   INT. LEONARD’S APARTMENT BATHROOM NIGHT ##BLACK AND WHITE SEQUENCE##  162   

     Leonard’s wife, head wrapped in a water-beaded clear plastic shower 
     curtain, THRASHING around, GASPING for breath.

163   INT. DERELICT BUILDING DAY - ##BLACK AND WHITE SEQUENCE##             163   

     Leonard HITS Jimmy around the head with the jack handle.

     Jimmy goes down, but STRUGGLES as Leonard drags him deeper into the 
     dark hallway. Leonard bends over the groaning Jimmy, frisking him, 
     finding nothing.

                           JIMMY
               You fucking retard, you can’t get 
               away with this

     Leonard holds the jack handle above him.

                           LEONARD
               Strip!

     Jimmy starts taking off his suit.

                           JIMMY
               You’re making a big fucking mistake. 
               My associates are not people you 
               want--

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 106
     7-19-01                                                     


                           LEONARD
               Don’t say anything else.

                           JIMMY
               I knew I couldn’t trust that fuck--

                           LEONARD
               Quiet!

     Jimmy drops his shirt.

                           LEONARD (CONT'D)
               Pants, too.

                           JIMMY
               Why?

                           LEONARD
               I don’t want blood on them.

                           JIMMY
                    (sudden fear)
               Wait! Did he tell you what I was 
               bringing?

                           LEONARD
               Strip!

                           JIMMY
               Look, there’s two hundred grand 
               stashed in the car. Just take it!

     Leonard shoves Jimmy to the ground.

                           LEONARD
               You think you can bargain with me?!

                           JIMMY
               Take the money and walk away!

                           LEONARD
               I don’t want your fucking money!

                           JIMMY
               What?! What do you want from me?!

     Leonard looks up.

164   INT. LEONARD’S APARTMENT DAY - ##BLACK AND WHITE SEQUENCE##           164   

     Leonard’s wife, smiling.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 107
     7-19-01                                                     


165   INT. DERELICT BUILDING DAY - ##BLACK AND WHITE SEQUENCE##             165   

     Leonard is losing it.

                           LEONARD
               I want my fucking life back!

     Jimmy SWINGS at Leonard with a BROKEN FLOORBOARD, STRIKING his shoulder. 
     The jack handle goes flying. Jimmy SWINGS again, misses. Leonard GRABS 
     him, taking him down. The two of them STRUGGLE on the floor. Leonard 
     gets ON TOP of Jimmy, CHOKING him. Jimmy tries to speak, but can only 
     make GURGLING noises. As Leonard watches Jimmy fight for air we:

                                                         CUT TO: 

166   INT. LEONARD’S APARTMENT BATHROOM NIGHT - ##BLACK AND WHITE SEQUENCE##166   

     Leonard’s wife THRASHES her head from side to side, STRUGGLING to 
     breathe though the clear plastic shower curtain.

     BACK TO SCENE:

167   INT. DERELICT BUILDING DAY - ##BLACK AND WHITE SEQUENCE##             167   

     Jimmy’s arms THRASH, his hands catching Leonard’s face, SCRATCHING his 
     cheek. Leonard tips his head back and increases his efforts. Jimmy 
     STOPS struggling. Leonard keeps his hands around Jimmy’s throat until 
     he is confident that he is DEAD.

     Leonard BREATHES as he stands up. He nods to himself with satisfaction. 
     He looks around for his POLAROID CAMERA. He snaps a FLASH picture of 
     Jimmy’s body, and stares intently at the POLAROID as it begins to 
     DEVELOP.

     We see the IMAGE OF THE STRANGLED JIMMY appear [[IN COLOR]]

168   INT. DAY DERELICT BUILDING CONTINUOUS [[COLOUR SEQUENCE]]             168   

     Leonard stands above Jimmy’s body, examining the picture he has just 
     taken, nodding to himself, catching his breath.

     Leonard grabs Jimmy’ s body by the legs, DRAGGING him back towards the 
     basement. He opens the door and BACKS down into the DARKNESS, pulling 
     Jimmy behind him.

169   INT. BASEMENT OF DERELICT BUILDING - DAY - CONTINUOUS Sammy let his wife kill herself! Sammy 
               ended up in an institution - !  

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 112
     7-19-01                                                     


                           TEDDY
               Sammy was a con man. A faker.

                           LEONARD
               I never said he was faking! I never 
               said that!

                           TEDDY
               You exposed him for what he was: a 
               fraud.

                           LEONARD
               I was wrong! That’s the whole point!
               Sammy’s wife came to me and —

                           TEDDY
               Sammy didn’t have a wife.

     Leonard freezes, staring at Teddy.

                           TEDDY (CONT'D)
               It was your wife who had diabetes.

     Leonard thinks.

175   INT. LEONARD’S APARTMENT - DAY [[COLOUR SEQUENCE]]                    175   

     Leonard’s Wife sitting on the edge of the bed. She feels a sharp pain, 
     and turns to Leonard (just as we have seen before).

                           LEONARD’S WIFE
               Gentle.

     Leonard has a syringe in his hand.

176   INT. DERELICT BUILDING - DAY [[COLOUR SEQUENCE]]                      176   

     Leonard shakes his head, clearing his head of the image.

                           LEONARD
               My wife wasn’t diabetic.

                           TEDDY
               Are you sure?

177   INT. LEONARD’S APARTMENT - DAY [[COLOUR SEQUENCE]]                    177   

     Leonard’s Wife on the edge of the bed. She feels a sharp pain, and 
     turns to Leonard.

                           LEONARD’S WIFE
               Gentle.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 113
     7-19-01                                                     


     Leonard is playfully pinching her thigh.

178   INT. DERELICT BUILDING - DAY [[COLOUR SEQUENCE]]                      178   

     Leonard shakes his head, smiling.

                           LEONARD
               She wasn’t diabetic. You think I 
               don’t know my own wife? What the 
               fuck is wrong with you? 

                           TEDDY
                    (shrugs)
               I guess I can only make you believe 
               the things you want to be true, huh? 
               Like ol’ Jimmy down there.

                           LEONARD
               But he’s not the right guy!  

                           TEDDY
               He was to you. Come on, Lenny, you 
               got your revenge — just enjoy it 
               while you still remember.  
                    (chuckles)
               What difference does it make whether 
               he was your guy or not? 

                           LEONARD
               It makes all the difference.  

                           TEDDY
               Why? You’re never going to know.  

                           LEONARD
               Yes, I will.

                           TEDDY
               No, you won’t.

                           LEONARD
               Somehow, I’ll know!

                           TEDDY
               You won’t remember!

                           LEONARD
               When it’s done, I’ll know! It’ll be 
               different!

                           TEDDY
               I thought so too! I was sure you’d  
               remember. But you didn’t. 

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 114
     7-19-01                                                     


     Beat.  Leonard looks at Teddy, questioning.

                           TEDDY (CONT'D)
                    (off look)
               You know, when we found your guy and 
               killed him.
                    (off look)
               That’s right, the real John G. Over 
               a year ago. I helped you find him. 
               He’s already dead. 

                           LEONARD
               Why do you keep lying to me?  

                           TEDDY
               I’m not. I was the cop assigned to 
               your wife’s death. I believed you, I 
               thought you deserved the chance for 
               revenge. I helped you find the other 
               guy who was in your bathroom that 
               night. The guy who cracked your skull 
               and fucked your wife. We found him 
               and you killed him.  You didn’t 
               remember, so I helped you start 
               looking again, looking for the guy 
               you already killed.

                           LEONARD
               So who are you saying he was?  

                           TEDDY
               Just some guy. Does it even matter 
               who? I stopped asking myself why a 
               long time ago. No reason, no 
               conspiracy; just bad fucking luck. A 
               couple of junkies, too strung out to 
               realize that your wife didn’t live 
               alone. When you killed him, I’ve 
               never seen you so happy — I was 
               convinced you’d remember. But it 
               didn’t stick, like nothing ever 
               sticks. Like this won’t stick.

     Leonard looks at the Polaroid of himself.

                           TEDDY (CONT'D)
               That’s the picture, right? I took 
               that, right when you did it. Look 
               how happy you are. Before you forgot. 
               I wanted to see that face again.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 115
     7-19-01                                                     


                           LEONARD
                    (sarcastic)
               Thank you. 

                           TEDDY
               Fuck you; I gave you a reason to 
               live and you were more than happy to 
               help. You lie to yourself!  You don’t 
               want the truth, the truth is a fucking 
               coward. So you make up your own truth.  
               Look at your police file. It was 
               complete when I gave it to you. Who 
               took the 12 pages out?

                           LEONARD
               You, probably. 

                           TEDDY
               No. You took them out. 

                           LEONARD
               Why would I do that? 

                           TEDDY
               To set yourself a puzzle you won’t 
               ever solve. You know how many towns, 
               how many guys called James G? Or 
               John G? Shit, Leonard, I’m a John G.

                           LEONARD
               Your name’s Teddy.

                           TEDDY
                    (chuckles)
               My mother calls me Teddy. I’m John 
               Edward Gammell. Cheer up, there’s a 
               lot of John G’s for us to find. All 
               you do is moan. I’m the one that has 
               to live with what you’ve done. I’m 
               the one that has to put it all 
               together. You just wander around 
               playing detective. You’re living a 
               dream, kid. A dead wife to pine for 
               and a sense of purpose to your life. 
               A romantic quest which you wouldn’t 
               end even if I wasn’t in the picture.  

     Leonard sticks the gun in Teddy’s face.  

                           LEONARD
               I should kill you. 

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 116
     7-19-01                                                     


                           TEDDY
               Quit it! 
                    (brushes the gun away)
               You’re not a killer, Lenny. That’s 
               why you’re so good at it. 

     Leonard SEARCHES Teddy’s pockets, still holding the gun on Teddy. 
     Leonard finds Teddy’s CAR KEYS. He gets off Teddy and moves towards 
     the light.  

                           TEDDY (CONT'D)
               Hey, where are you going?  You know 
               what time it is? 

     Leonard stares at Teddy, mystified. Teddy grins. 

                           TEDDY (CONT'D)
               It’s beer o’clock. And I’m buying. 
               Our work here is done.

     Leonard turns away, and walks out into the light.

179   EXT. DERELICT BUILDING - DAY - CONTINUOUS [[COLOUR SEOUENCE]]         179   

     Leonard, in BEIGE SUIT and BLUE SHIRT, comes out into the daylight, 
     THROWS Teddy’s CAR KEYS into some bushes then heads to his PICKUP TRUCK 
     and climbs in. Teddy goes to look for his keys in the bushes.

180   INT. PICKUP TRUCK - DAY - CONTINUOUS [[COLOUR SEQUENCE]]              180   

     Leonard opens the revolver and empties the bullets onto the passenger 
     seat. He flips through the photos until he finds the one of the 
     STRANGLED JIMMY.

                           LEONARD (V.O.)
               I’m not a killer...

     Leonard reaches into his sports bag, grabs a LIGHTER and sparks a flame. 
     Leonard holds the PHOTO in the flame until it CATCHES LIGHT, MELTING 
     and BLACKENING. The flames go out, having destroyed the entire image 
     but for an arm resting on a floor. Leonard sticks the remnants into 
     his jacket pocket. He looks in the rear-view mirror at Teddy, who 
     scrabbles around in the bushes.

                           LEONARD (V.O.) (CONT'D)
               ... but right now I need to be.

     Teddy’s GREY SEDAN is parked in front of Leonard. Leonard looks at the 
     sedan, then reaches into his sports bag for a PEN and a FILE CARD. He 
     writes on the file card:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 117
     7-19-01                                                     


     "TATTOO: I’VE DONE IT"

     Leonard looks from the card to Teddy’s sedan.

                           LEONARD (V.O.) (CONT'D)
               Maybe I’m not finished yet. Maybe I 
               need to be sure that you won’t ever 
               use me again.

     Leonard rips up the file card and takes out another.

                           LEONARD (CONT'D)
               You’re a John G.? Fine, then you can 
               be my John G.

     Leonard writes on the file card:

     "TATTOO: FACT 6. CAR LICENSE NUMBER"

                           LEONARD (V.O.) (CONT'D)
               Do I lie to myself to be happy?

     Leonard looks up at Teddy’s sedan and copies down the license number. 
     The LICENSE NUMBER of Teddy’s car is: SG13 7IU.

                           LEONARD (V.O.) (CONT'D)
               In your case, Teddy... yes, I will.

     Leonard grabs the sports bag and GETS OUT of the PICKUP TRUCK. He goes 
     to THE JAGUAR and OPENS the passenger door, DUMPING his sports bag 
     onto the seat. Teddy SEES this and RUNS over. Leonard walks to the 
     back of the Jaguar and holds up his camera.

                           TEDDY
               Hey! Hey, that’s not your car!

     Leonard SNAPS a Polaroid of the Jaguar.

                           LEONARD
               It is now.

                           TEDDY
               You can’t just take it!

     Leonard UNLOCKS the trunk, TURNING to Teddy as he does so.

                           LEONARD
               Why not?

                           TEDDY
               You just killed the guy who owned 
               it!  Somebody’ll recognize it!

                                                       (CONTINUED)

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     Screenplay-Memento                                    p. 118
     7-19-01                                                     


     Leonard pulls Teddy’s EMPTY gun out of his pocket.

                           LEONARD
               I’d rather be mistaken for a dead 
               guy than a murderer. I’m gonna hang 
               on to this.

     Leonard TOSSES the GUN into the trunk. It lands on PILES OF BANKNOTES 
     STUFFED IN THE TRUNK. Teddy REACTS to the sight of the money. Leonard 
     glances at Teddy, then the money, shakes his head, then SLAMS the trunk. 
     Teddy jogs back to where he was looking for his keys.

181   INT. JAGUAR DAY [[COLOUR SEQUENCE]]                                   181   

     Leonard starts the engine. Through the rear-view mirror, Leonard stares 
     at Teddy’s retreating form. Thinking. Leonard PULLS OUT onto the road.

182   INT./EXT. THE ROAD BACK INTO TOWN DAY [[COLOUR SEQUENCE]]             182   

     As the Jaguar cruises along, Leonard places the FILE CARD on the dash. 
     It says:

     "TATTOO: FACT 6. CAR LICENSE: SG13 7IU"  

     Leonard drives, HEADING BACK INTO TOWN. He looks at his hand on the 
     steering wheel, reading "REMEMBER SAMMY JANKIS".

                           LEONARD (V.O.)
               I have to believe in the world outside 
               my own mind. I have to believe that 
               my actions still have meaning, even 
               if I can’t remember them. I have to 
               believe that when my eyes are closed, 
               the world’s still there.

     Leonard CLOSES HIS EYES, driving blind. Stay on Leonard, not seeing 
     the road ahead, hearing cars whip past.

                           LEONARD (V.O.) (CONT'D)
                    (rising tension)
               But do I? Do I believe the world’s 
               still there?

     Move in on Leonard as cars fly past, horns BLARING.

                           LEONARD (V.O.) (CONT'D)
               Is it still out there?!
                    (beat)
               Yes.

     Leonard OPENS his eyes, straightening up the car, BREATHING.  His EYES 
     DART from the STRIP MALLS to the GAS STATIONS, as if HE IS TRYING TO 
     ABSORB THE WHOLE TOWN IN A SINGLE VIEWING.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 119
     7-19-01                                                     


                           LEONARD (V.O.) (CONT'D)
               We all need mirrors to remind 
               ourselves who we are. I’m no 
               different.

183   EXT. STRIP MALL DAY [[COLOUR SEQUENCE]]                               183   

     From the bewildering BLUR of urban signage, Leonard SUDDENLY GLIMPSES 
     A TATTOO PARLOR in a strip mall. He SLAMS ON THE BRAKES.

     The tyres SCREAM as the car SCREECHES TO A HALT and we:

     CUT TO BLACK.

                           LEONARD (V.O.)
               Now... where was I?

                             ROLL CREDITS

                                 END.

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 120
     7-19-01                                                     


      

     The following is Jonathan Nolan’s short story, "Memento Mori", the 
     inspiration for his brother, Christopher Nolan’s, screenplay for the 
     film, MEMENTO:

                             MEMENTO MORI

                                  by

                            JONATHAN NOLAN

     "What like a bullet can undeceive!"

     —Herman Melville 

     Your wife always used to say you'd be late for your own funeral. 
     Remember that? Her little joke because you were such a slob—always 
     late, always forgetting stuff, even before the incident.

     Right about now you're probably wondering if you were late for hers.

     You were there, you can be sure of that. That's what the picture's 
     for—the one tacked to the wall by the door. It's not customary to take 
     pictures at a funeral, but somebody, your doctors, I guess, knew you 
     wouldn't remember. They had it blown up nice and big and stuck it right 
     there, next to the door, so you couldn't help but see it every time 
     you got up to find out where she was.

     The guy in the picture, the one with the flowers? That's you. And what 
     are you doing?  You're reading the headstone, trying to figure out 
     who's funeral you're at, same as you're reading it now, trying to figure 
     why someone stuck that picture next to your door. But why bother reading 
     something that you won't remember?

     She's gone, gone for good, and you must be hurting right now, hearing 
     the news. Believe me, I know how you feel. You're probably a wreck. 
     But give it five minutes, maybe ten. Maybe you can even go a whole 
     half hour before you forget.

     But you will forget—I guarantee it. A few more minutes and you'll be 
     heading for the door, looking for her all over again, breaking down 
     when you find the picture. How many times do you have to hear the news 
     before some other part of your body, other than that busted brain of 
     yours, starts to remember?

     Never-ending grief, never-ending anger. Useless without direction. 
     Maybe you can't understand what's happened. Can't say I really 
     understand, either. Backwards amnesia. That's what the sign says. CRS 
     disease. Your guess is as good as mine.

     Maybe you can't understand what happened to you. But you do remember 
     what happened to HER, don't you?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 121
     7-19-01                                                     


     The doctors don't want to talk about it. They won't answer my questions. 
     They don't think it's right for a man in your condition to hear about 
     those things. But you remember enough, don't you? You remember his 
     face.

     This is why I'm writing to you. Futile, maybe. I don't know how many 
     times you'll have to read this before you listen to me. I don't even 
     know how long you've been locked up in this room already. Neither do 
     you. But your advantage in forgetting is that you'll forget to write 
     yourself off as a lost cause.

     Sooner or later you'll want to do something about it. And when you do, 
     you'll just have to trust me, because I'm the only one who can help 
     you.

     --------------

     EARL OPENS ONE EYE after another to a stretch of white ceiling tiles 
     interrupted by a hand-printed sign taped right above his head, large 
     enough for him to read from the bed. An alarm clock is ringing 
     somewhere. He reads the sign, blinks,reads it again, then takes a look 
     at the room.

     It's a white room, overwhelmingly white, from the walls and the curtains 
     to the institutional furniture and the bedspread. The alarm clock is 
     ringing from the white desk under the window with the white curtains. 
     At this point Earl probably notices that he is lying on top of his 
     white comforter. He is already wearing a dressing gown and slippers.

     He lies back and reads the sign taped to the ceiling again. It says, 
     in crude block capitals, THIS IS YOUR ROOM. THIS IS A ROOM IN A 
     HOSPITAL. THIS IS WHERE YOU LIVE NOW.

     Earl rises and takes a look around. The room is large for a 
     hospital—empty linoleum stretches out from the bed in three directions. 
     Two doors and a window. The view isn't very helpful, either—a close of 
     trees in the center of a carefully manicured piece of turf that 
     terminates in a sliver of two-lane blacktop. The trees, except for the 
     evergreens, are bare—early spring or late fall, one or the other.

     Every inch of the desk is covered with Post-it notes, legal pads, neatly 
     printed lists, psychological textbooks, framed pictures. On top of the 
     mess is a half-completed crossword puzzle. The alarm clock is riding a 
     pile of folded newspapers. Earl slaps the snooze button and takes a 
     cigarette from the pack taped to the sleeve of his dressing gown. He 
     pats the empty pockets of his pajamas for a light. He rifles the papers 
     on the desk, looks quickly through the drawers. Eventually he finds a 
     box of kitchen matches taped to the wall next to the window. Another 
     sign is taped just above the box. It says in loud yellow letters, 
     CIGARETTE? CHECK FOR LIT ONES FIRST, STUPID.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 122
     7-19-01                                                     


     Earl laughs at the sign, lights his cigarette, and takes a long draw. 
     Taped to the window in front of him is another piece of looseleaf paper 
     headed YOUR SCHEDULE.

     It charts off the hours, every hour, in blocks: 10:00 p.m. to 8:00 
     a.m. is labeled go BACK TO SLEEP. Earl consults the alarm clock: 8:15. 
     Given the light outside, it must be morning. He checks his watch: 10:30.  
     He presses the watch to his ear and listens. He gives the watch a wind 
     or two and sets it to match the alarm clock.

     According to the schedule, the entire block from 8:00 to 8:30 has been 
     labeled BRUSH YOUR TEETH. Earl laughs again and walks over to the 
     bathroom.

     The bathroom window is open. As he flaps his arms to keep warm, he 
     notices the ashtray on the windowsill. A cigarette is perched on the 
     ashtray, burning steadily through a long finger of ash. He frowns, 
     extinguishes the old butt, and replaces it with the new one.

     The toothbrush has already been treated to a smudge of white paste. 
     The tap is of the push-button variety—a dose of water with each nudge. 
     Earl pushes the brush into his cheek and fiddles it back and forth 
     while he opens the medicine cabinet. The shelves are stocked with single-
     serving packages of vitamins, aspirin, antidiuretics. The mouthwash is 
     also single-serving, about a shot-glass-worth of blue liquid in a sealed 
     plastic bottle. Only the toothpaste is regular-sized. Earl spits the 
     paste out of his mouth and replaces it with the mouthwash. As he lays 
     the toothbrush next to the toothpaste, he notices a tiny wedge of paper 
     pinched between the glass shelf and the steel backing of the medicine 
     cabinet. He spits the frothy blue fluid into the sink and nudges for 
     some more water to rinse it down. He closes the medicine cabinet and 
     smiles at his reflection in the mirror.

     "Who needs half an hour to brush their teeth?"

     The paper has been folded down to a minuscule size with all the 
     precision of a sixth-grader's love note. Earl unfolds it and smooths 
     it against the mirror. It reads—

     IF YOU CAN STILL READ THIS, THEN YOU'RE A FUCKING COWARD.

     Earl stares blankly at the paper, then reads it again. He turns it 
     over. On the back it reads—

     P.S.: AFTER YOU'VE READ THIS, HIDE IT AGAIN.

     Earl reads both sides again, then folds the note back down to its 
     original size and tucks it underneath the toothpaste.

     Maybe then he notices the scar. It begins just beneath the ear, jagged 
     and thick, and disappears abruptly into his hairline. Earl turns his 
     head and stares out of the corner of his eye to follow the scar's 
     progress. He traces it with a fingertip, then looks back down at the

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 123
     7-19-01                                                     


     cigarette burning in the ashtray. A thought seizes him and he spins 
     out of the bathroom.

     He is caught at the door to his room, one hand on the knob. Two pictures 
     are taped to the wall by the door. Earl's attention is caught first by 
     the MRI, a shiny black frame for four windows into someone's skull. In 
     marker, the picture is labeled YOUR BRAIN. Earl stares at it. Concentric 
     circles in different colors. He can make out the big orbs of his eyes 
     and, behind these, the twin lobes of his brain. Smooth wrinkles, 
     circles, semicircles. But right there in the middle of his head, circled 
     in marker, tunneled in from the back of his neck like a maggot into an 
     apricot, is something different. Deformed, broken, but unmistakable. A 
     dark smudge, the shape of a flower, right there in the middle of his 
     brain.

     He bends to look at the other picture. It is a photograph of a man 
     holding flowers, standing over a fresh grave. The man is bent over, 
     reading the headstone. For a moment this looks like a hall of mirrors 
     or the beginnings of a sketch of infinity: the one man bent over, 
     looking at the smaller man, bent over, reading the headstone. Earl 
     looks at the picture for a long time. Maybe he begins to cry. Maybe he 
     just stares silently at the picture. Eventually, he makes his way back 
     to the bed, flops down, seals his eyes shut, tries to sleep.

     The cigarette burns steadily away in the bathroom. A circuit in the 
     alarm clock counts down from ten, and it starts ringing again.

     Earl opens one eye after another to a stretch of white ceiling tiles, 
     interrupted by a hand-printed sign taped right above his head, large 
     enough for him to read from the bed.

     --------------

     You can't have a normal life anymore. You must know that. How can you 
     have a girlfriend if you can't remember her name? Can't have kids, not 
     unless you want them to grow up with a dad who doesn't recognize them. 
     Sure as hell can't hold down a job. Not too many professions out there 
     that value forgetfulness. Prostitution, maybe. Politics, of course.

     No. Your life is over. You're a dead man.The only thing the doctors 
     are hoping to do is teach you to be less of a burden to the orderlies. 
     And they'll probably never let you go home, wherever that would be.

     So the question is not "to be or not to be," because you aren't. The 
     question is whether you want to do something about it. Whether revenge 
     matters to you.

     It does to most people. For a few weeks, they plot, they scheme, they 
     take measures to get even. But the passage of time is all it takes to 
     erode that initial impulse. Time is theft, isn't that what they say?  
     And time eventually convinces most of us that forgiveness is a virtue. 
     Conveniently, cowardice and forgiveness look identical at a certain 
     distance. Time steals your nerve.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 124
     7-19-01                                                     


     If time and fear aren't enough to dissuade people from their revenge, 
     then there's always authority, softly shaking its head and saying, We 
     understand, but you're the better man for letting it go. For rising 
     above it. For not sinking to their level. And besides, says authority, 
     if you try anything stupid, we'll lock you up in a little room.

     But they already put you in a little room, didn't they? Only they don't 
     really lock it or even guard it too carefully because you're a cripple. 
     A corpse. A vegetable who probably wouldn't remember to eat or take a 
     shit if someone wasn't there to remind you.

     And as for the passage of time, well, that doesn't really apply to you 
     anymore, does it? Just the same ten minutes, over and over again. So 
     how can you forgive if you can't remember to forget?

     You probably were the type to let it go, weren't you? Before. But you're 
     not the man you used to be. Not even half. You're a fraction; you're 
     the ten-minute man.

     Of course, weakness is strong. It's the primary impulse. You'd probably 
     prefer to sit in your little room and cry. Live in your finite 
     collection of memories, carefully polishing each one. Half a life set 
     behind glass and pinned to cardboard like a collection of exotic 
     insects. You'd like to live behind that glass, wouldn't you? Preserved 
     in aspic.

     You'd like to but you can't, can you? You can't because of the last 
     addition to your collection. The last thing you remember. His face. 
     His face and your wife, looking to you for help.

     And maybe this is where you can retire to when it's over. Your little 
     collection. They can lock you back up in another little room and you 
     can live the rest of your life in the past. But only if you've got a 
     little piece of paper in your hand that says you got him.

     You know I'm right. You know there's a lot of work to do. It may seem 
     impossible, but I'm sure if we all do our part, we'll figure something 
     out. But you don't have much time. You've only got about ten minutes, 
     in fact. Then it starts all over again. So do something with the time 
     you've got.

     -------------------- 

     EARL OPENS HIS EYES and blinks into the darkness. The alarm clock is 
     ringing. It says 3:20, and the moonlight streaming through the window 
     means it must be he early morning.  Earl fumbles for the lamp, almost 
     knocking it over in the process. Incandescent light fills the room, 
     painting the metal furniture yellow, the walls yellow, the bedspread, 
     too. He lies back and looks up at the stretch of yellow ceiling tiles 
     above him, interrupted by a handwritten sign taped to the ceiling. He 
     reads the sign two, maybe three times, then blinks at the room around 
     him.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 125
     7-19-01                                                     


     It is a bare room. Institutional, maybe. There is a desk over by the 
     window. The desk is bare except for the blaring alarm clock. Earl 
     probably notices, at this point, that he is fully clothed. He even has 
     his shoes on under the sheets. He extracts himself from the bed and 
     crosses to the desk. Nothing in the room would suggest that anyone 
     lived there, or ever had, except for the odd scrap of tape stuck here 
     and there to the wall. No pictures, no books, nothing. Through the 
     window, he can see a full moon shining on carefully manicured grass.

     Earl slaps the snooze button on the alarm clock and stares a moment at 
     the two keys taped to the back of his hand. He picks at the tape while 
     he searches through the empty drawers. In the left pocket of his jacket, 
     he finds a roll of hundred-dollar bills and a letter sealed in an 
     envelope. He checks the rest of the main room and the bathroom. Bits 
     of tape, cigarette butts. Nothing else.

     Earl absentmindedly plays with the lump of scar tissue on his neck and 
     moves back toward the bed. He lies back down and stares up at the 
     ceiling and the sign taped to it. The sign reads, GET UP, GET OUT RIGHT 
     NOW. THESE PEOPLE ARE TRYING TO KILL YOU.

     Earl closes his eyes.

     ------------------- 

     They tried to teach you to make lists in grade school, remember?  Back 
     when your day planner was the back of your hand. And if your assignments 
     came off in the shower, well, then they didn't get done. No direction, 
     they said. No discipline. So they tried to get you to write it all 
     down somewhere more permanent.

     Of course, your grade-school teachers would be laughing their pants 
     wet if they could see you now. Because you've become the exact product 
     of their organizational lessons. Because you can't even take a piss 
     without consulting one of your lists.

     They were right. Lists are the only way out of this mess.

     Here's the truth: People, even regular people, are never just any one 
     person with one set of attributes. It's not that simple. We're all at 
     the mercy of the limbic system, clouds of electricity drifting through 
     the brain. Every man is broken into twenty-four-hour fractions, and 
     then again within those twenty-four hours. It's a daily pantomime, one 
     man yielding control to the next: a backstage crowded with old hacks 
     clamoring for their turn in the spotlight. Every week, every day. The 
     angry man hands the baton over to the sulking man, and in turn to the 
     sex addict, the introvert, the conversationalist. Every man is a mob, 
     a chain gang of idiots.

     This is the tragedy of life. Because for a few minutes of every day, 
     every man becomes a genius. Moments of clarity, insight, whatever you 
     want to call them. The clouds part, the planets get in a neat little 
     line, and everything becomes obvious. I should quit smoking, maybe, or

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 126
     7-19-01                                                     


     here's how I could make a fast million, or such and such is the key to 
     eternal happiness. That's the miserable truth. For a few moments, the 
     secrets of the universe are opened to us. Life is a cheap parlor trick.

     But then the genius, the savant, has to hand over the controls to the 
     next guy down the pike, most likely the guy who just wants to eat potato 
     chips, and insight and brilliance and salvation are all entrusted to a 
     moron or a hedonist or a narcoleptic.

     The only way out of this mess, of course, is to take steps to ensure 
     that you control the idiots that you become. To take your chain gang, 
     hand in hand, and lead them. The best way to do this is with a list.

     It's like a letter you write to yourself. A master plan, drafted by 
     the guy who can see the light, made with steps simple enough for the 
     rest of the idiots to understand. Follow steps one through one hundred. 
     Repeat as necessary.

     Your problem is a little more acute, maybe, but fundamentally the same 
     thing.

     It's like that computer thing, the Chinese room. You remember that? 
     One guy sits in a little room, laying down cards with letters written 
     on them in a language he doesn't understand, laying them down one letter 
     at a time in a sequence according to someone else's instructions. The 
     cards are supposed to spell out a joke in Chinese. The guy doesn't 
     speak Chinese, of course. He just follows his instructions.

     There are some obvious differences in your situation, of course: You 
     broke out of the room they had you in, so the whole enterprise has to 
     be portable. And the guy giving the instructions—that's you, too, just 
     an earlier version of you. And the joke you're telling, well, it's got 
     a punch line. I just don't think anyone's going to find it very funny.

     So that's the idea. All you have to do is follow your instructions. 
     Like climbing a ladder or descending a staircase. One step at a time. 
     Right down the list. Simple.

     And the secret, of course, to any list is to keep it in a place where 
     you're bound to see it.

     ---------------------- 

     HE CAN HEAR THE BUZZING through his eyelids. Insistent. He reaches out 
     for the alarm clock, but he can't move his arm.

     Earl opens his eyes to see a large man bent double over him. The man 
     looks up at him, annoyed, then resumes his work. Earl looks around 
     him. Too dark for a doctor's office.

     Then the pain floods his brain, blocking out the other questions. He 
     squirms gain, trying to yank his forearm away, the one that feels like 
     it's burning. The arm doesn't move, but the man shoots him another

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 127
     7-19-01                                                     


     scowl. Earl adjusts himself in the chair to see over the top of the 
     man's head.

     The noise and the pain are both coming from a gun in the man's hand—a 
     gun with a needle where the barrel should be. The needle is digging 
     into the fleshy underside of Earl's forearm, leaving a trail of puffy 
     letters behind it.

     Earl tries to rearrange himself to get a better view, to read the 
     letters on his arm, but he can't. He lies back and stares at the 
     ceiling.

     Eventually the tattoo artist turns off the noise, wipes Earl's forearm 
     with a piece of gauze, and wanders over to the back to dig up a pamphlet 
     describing how to deal with a possible infection. Maybe later he'll 
     tell his wife about this guy and his little note. Maybe his wife will 
     convince him to call the police.

     Earl looks down at the arm. The letters are rising up from the skin, 
     weeping a little. They run from just behind the strap of Earl's watch 
     all the way to the inside of his elbow. Earl blinks at the message and 
     reads it again. It says, in careful little capitals, I RAPED AND KILLED 
     YOUR WIFE.

     ------------------ 

     It's your birthday today, so I got you a little present. I would have 
     just bought you a beer, but who knows where that would have ended?

     So instead, I got you a bell. I think I may have had to pawn your watch 
     to buy it, but what the hell did you need a watch for, anyway?

     You're probably asking yourself, Why a bell? In fact, I'm guessing 
     you're going to be asking yourself that question every time you find 
     it in your pocket. Too many of these letters now. Too many for you to 
     dig back into every time you want to know the answer to some little 
     question.

     It's a joke, actually. A practical joke. But think of it this way: I'm 
     not really laughing at you so much as with you.

     I'd like to think that every time you take it out of your pocket and 
     wonder, Why do I have this bell? a little part of you, a little piece 
     of your broken brain, will remember and laugh, like I'm laughing now.

     Besides, you do know the answer. It was something you learned before. 
     So if you think about it, you'll know.

     Back in the old days, people were obsessed with the fear of being buried 
     alive. You remember now?  Medical science not being quite what it is 
     today, it wasn't uncommon for people to suddenly wake up in a casket. 
     So rich folks had their coffins outfitted with breathing tubes. Little 
     tubes running up to the mud above so that if someone woke up when they

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 128
     7-19-01                                                     


     weren't supposed to, they wouldn't run out of oxygen. Now, they must 
     have tested this out and realized that you could shout yourself hoarse 
     through the tube, but it was too narrow to carry much noise. Not enough 
     to attract attention, at least. So a string was run up the tube to a 
     little bell attached to the headstone. If a dead person came back to 
     life, all he had to do was ring his little bell till someone came and 
     dug him up again.

     I'm laughing now, picturing you on a bus or maybe in a fast-food 
     restaurant, reaching into your pocket and finding your little bell and 
     wondering to yourself where it came from, why you have it. Maybe you'll 
     even ring it.

     Happy birthday, buddy.

     I don't know who figured out the solution to our mutual problem, so I 
     don't know whether to congratulate you or me. A bit of a lifestyle 
     change, admittedly, but an elegant solution, nonetheless.

     Look to yourself for the answer.

     That sounds like something out of a Hallmark card. I don't know when 
     you thought it up, but my hat's off to you. Not that you know what the 
     hell I'm talking about. But, honestly, a real brainstorm. After all, 
     everybody else needs mirrors to remind themselves who they are. You're 
     no different.

     --------------------

     THE LITTLE MECHANICAL VOICE PAUSES, then repeats itself. It says, "The 
     time is 8:00 a.m. This is a courtesy call."  Earl opens his eyes and 
     replaces the receiver. The phone is perched on a cheap veneer headboard 
     that stretches behind the bed, curves to meet the corner, and ends at 
     the minibar. The TV is still on, blobs of flesh color nattering away 
     at each other. Earl lies back down and is surprised to see himself, 
     older now, tanned, the hair pulling away from his head like solar 
     flares. The mirror on the ceiling is cracked, the silver fading 
     increases. Earl continues to stare at himself, astonished by what he 
     sees. He is fully dressed, but the clothes are old, threadbare in 
     places.

     Earl feels the familiar spot on his left wrist for his watch, but it's 
     gone. He looks down from the mirror to his arm. It is bare and the 
     skin has changed to an even tan, as if he never owned a watch in the 
     first place. The skin is even in color except for the solid black arrow 
     on the inside of Earl's wrist, pointing up his shirt sleeve. He stares 
     at the arrow for a moment. Perhaps he doesn't try to rub it off anymore. 
     He rolls up his sleeve.

     The arrow points to a sentence tattooed along Earl's inner arm. Earl 
     reads the sentence once, maybe twice. Another arrow picks up at the 
     beginning of the sentence, points farther up Earl's arm, disappearing 
     under the rolled-up shirt sleeve. He unbuttons his shirt.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Memento                                    p. 129
     7-19-01                                                     


     Looking down on his chest, he can make out the shapes but cannot bring 
     them into focus, so he looks up at the mirror above him.

     The arrow leads up Earl's arm, crosses at the shoulder, and descends 
     onto his upper torso, terminating at a picture of a man's face that 
     occupies most of his chest. The face is that of a large man, balding, 
     with a mustache and a goatee. It is a particular face, but like a police 
     sketch it has a certain unreal quality.

     The rest of his upper torso is covered in words, phrases, bits of 
     information, and instructions, all of them written backward on Earl, 
     forward in the mirror.

     Eventually Earl sits up, buttons his shirt, and crosses to the desk. 
     He takes out a pen and a piece of notepaper from the desk drawer, sits, 
     and begins to write.

     ------------------- 

     I don't know where you'll be when you read this. I'm not even sure if 
     you'll bother to read this. I guess you don't need to.

     It's a shame, really, that you and I will never meet. But, like the 
     song says, "By the time you read this note, I'll be gone."

     We're so close now. That's the way it feels. So many pieces put 
     together, spelled out. I guess it's just a matter of time until you 
     find him.

     Who knows what we've done to get here? Must be a hell of a story, if 
     only you could remember any of it. I guess it's better that you can't.

     I had a thought just now. Maybe you'll find it useful.

     Everybody is waiting for the end to come, but what if it already passed 
     us by? What if the final joke of Judgment Day was that it had already 
     come and gone and we were none the wiser?  Apocalypse arrives quietly; 
     the chosen are herded off to heaven, and the rest of us, the ones who 
     failed the test, just keep on going, oblivious. Dead already, wandering 
     around long after the gods have stopped keeping score, still optimistic 
     about the future.

     I guess if that's true, then it doesn't matter what you do. No 
     expectations. If you can't find him, then it doesn't matter, because 
     nothing matters. And if you do find him, then you can kill him without 
     worrying about the consequences. Because there are no consequences.

     That's what I'm thinking about right now, in this scrappy little room. 
     Framed pictures of ships on the wall. I don't know, obviously, but if 
     I had to guess, I'd say we're somewhere up the coast. If you're 
     wondering why your left arm is five shades browner than your right, I 
     don't know what to tell you. I guess we must have been driving for a 
     while. And, no, I don't know what happened to your watch.

                                                       (CONTINUED)

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     Screenplay-Memento                                    p. 130
     7-19-01                                                     


     And all these keys: I have no idea. Not a one that I recognize. Car 
     keys and house keys and the little fiddly keys for padlocks. What have 
     we been up to?

     I wonder if he'll feel stupid when you find him. Tracked down by the 
     ten-minute man. Assassinated by a vegetable.

     I'll be gone in a moment. I'll put down the pen, close my eyes, and 
     then you can read this through if you want.

     I just wanted you to know that I'm proud of you. No one who matters is 
     left to say it. No one left is going to want to.

     EARL'S EYES ARE WIDE OPEN, staring through the window of the car. 
     Smiling eyes. Smiling through the window at the crowd gathering across 
     the street. The crowd gathering around the body in the doorway. The 
     body emptying slowly across the sidewalk and into the storm drain.

     ---------------------- 

     A stocky guy, facedown, eyes open. Balding head, goatee. In death, as 
     in police sketches, faces tend to look the same. This is definitely 
     somebody in particular. But really, it could be anybody.

     Earl is still smiling at the body as the car pulls away from the curb. 
     The car? Who's to say? Maybe it's a police cruiser. Maybe it's just a 
     taxi.

     As the car is swallowed into traffic, Earl's eyes continue to shine 
     out into the night, watching the body until it disappears into a circle 
     of concerned pedestrians. He chuckles to himself as the car continues 
     to make distance between him and the growing crowd.

     Earl's smile fades a little. Something has occurred to him. He begins 
     to pat down his pockets; leisurely at first, like a man looking for 
     his keys, then a little more desperately. Maybe his progress is impeded 
     by a set of handcuffs. He begins to empty the contents of his pockets 
     out onto the seat next to him. Some money. A bunch of keys. Scraps of 
     paper.

     A round metal lump rolls out of his pocket and slides across the vinyl 
     seat. Earl is frantic now. He hammers at the plastic divider between 
     him and the driver, begging the man for a pen. Perhaps the cabbie 
     doesn't speak much English. Perhaps the cop isn't in the habit of 
     talking to suspects. Either way, the divider between the man in front 
     and the man behind remains closed. A pen is not forthcoming.

     The car hits a pothole, and Earl blinks at his reflection in the 
     rearview mirror. He is calm now. The driver makes another corner, and 
     the metal lump slides back over to rest against Earl's leg with a little 
     jingle. He picks it up and looks at it, curious now. It is a little 
     bell. A little metal bell. Inscribed on it are his name and a set of

                                                       (CONTINUED)

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     Screenplay-Memento                                    p. 131
     7-19-01                                                     


     dates. He recognizes the first one: the year in which he was born. But 
     the second date means nothing to him. Nothing at all.

     As he turns the bell over in his hands, he notices the empty space on 
     his wrist where his watch used to sit. There is a little arrow there, 
     pointing up his arm. Earl looks at the arrow, then begins to roll up 
     his sleeve.

     ------------------ 

     "You'd be late for your own funeral," she'd say. Remember?  The more I 
     think about it, the more trite that seems. What kind of idiot, after 
     all, is in any kind of rush to get to the end of his own story?

     And how would I know if I were late, anyway? I don't have a watch 
     anymore. I don't know what we did with it.

     What the hell do you need a watch for, anyway? It was an antique. 
     Deadweight tugging at your wrist. Symbol of the old you. The you that 
     believed in time.

     No. Scratch that. It's not so much that you've lost your faith in time 
     as that time has lost its faith in you. And who needs it, anyway?  Who 
     wants to be one of those saps living in the safety of the future, in 
     the safety of the moment after the moment in which they felt something 
     powerful? Living in the next moment, in which they feel nothing. 
     Crawling down the hands of the clock, away from the people who did 
     unspeakable things to them. Believing the lie that time will heal all 
     wounds—which is just a nice way of saying that time deadens us.

     But you're different. You're more perfect. Time is three things for 
     most people, but for you, for us, just one. A singularity. One moment.  
     This moment. Like you're the center of the clock, the axis on which 
     the hands turn. Time moves about you but never moves you. It has lost 
     its ability to affect you. What is it they say? That time is theft? 
     But not for you. Close your eyes and you can start all over again. 
     Conjure up that necessary emotion, fresh as roses.

     Time is an absurdity. An abstraction. The only thing that matters is 
     this moment. This moment a million times over. You have to trust me. 
     If this moment is repeated enough, if you keep trying—and you have to 
     keep trying—eventually you will come across the next item on your list.

                                 End.