so where are you? looks like somebody's home. i think you're wrong. these tracks aren't * more than a few days old. you pay for what you did! you beg forgiveness, then you pay! beg my forgiveness! beg my wife's forgiveness before i blow your brains out! teddy! i'm leonard shelby, i'm from san francisco and i'm - shut your mouth! so you're in some motel room. it's leonard. like i told you before. i guess i've told you about my condition. my car. you're in a playful mood. it's broken. i got a lead on a place. you know it? i don't remember. looks like somebody's home. i'm mr. shelby from 304. i'm sorry. um. ? burt, i'm not sure, but i may have asked you to hold my calls - i think i may have. i'm not good on the phone. that's the thing. i have this condition. i have no memory. 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. my wife. like waking. like you always just woke up. * how long have i been here? so you're holding my calls? okay, but this guy's an exception. what makes you think he's my friend? 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? just this guy. thanks. lincoln street? this guy told me his name was teddy. mr gammell? john gammell? i'll be waiting. * who is this? * natalie. sorry, i should have explained. you see, i have this condition - please call me leonard. my wife called me lenny. then i probably told you how much i hated it. could you take off your sunglasses? * it's just hard for me - * so you have information for me? yes. it is tough. almost impossible. i'm sorry i can't remember you. it's not personal. you know him? have i told you what this man did? * then you shouldn't have to ask. * so i'll take a picture, get a tattoo. * * 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. * why? she was beautiful. perfect to me - * 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. deals? sounds perfect? what do i owe you? sorry. the discount inn, yeah. * don't remember. i met sammy through work. insurance. i was an investigator. i'd * investigate claims to see which ones * were phony. * i'm sorry, i think i'm checked in here, but i've misplaced my key. i don't see my key. what? this isn't my room? then why is this my handwriting? when was i in here? why? why didn't you clean it out? * so how many rooms am i checked into in this dump? well, at least you're being honest about cheating me. you don't have to be that honest, burt. i'm gonna write that down. 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. 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. 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. unfinished business. what made you think i wasn't coming back? things change. guess i've told you about my condition. it's my condition. i never know if i've already eaten, so i always just eat small amounts. 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? who? why? yeah, well i go on facts, not recommendations, okay? why? memory's unreliable. he took away the woman i love and he took away my memory. he destroyed everything; my life and my ability to live. just for revenge. that's what keeps me going. it's all i have. discount inn. don't know what room; haven't got my key. i'm sorry, i think i'm checked in here, but i've misplaced my key. 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. some of the objects were electrified, they'd give him a small shock. 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. sorry. it's only me. yeah. you? useful. you never write a phone number on your hand? i'm sorry. they kept testing sammy for months, always with the same objects carrying the electrical charge. 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. it was enough to suggest his condition was psychological not physical. natalie, right? who is he? what have you got me into? 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?! how do i know he did that to you? so i just take your word? something feels wrong. i think someone's fucking with me. trying to get me to kill the wrong guy. what? course not. you have to burn them. there are things you know for sure. i know the feel of the world. i know how this wood will sound when i knock. i know how this glass will feel when i pick it up. certainties. you think it's knowledge, but it's a kind of memory, a kind you take for granted. i can remember so much. i know the feel of the world, and i know her. she's gone and the present is trivia, which i can scribble down as notes. it's not easy to be calm when - i'm sorry. what happened? who did he go to meet? what do the police think? kill him. 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. * 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. why are you here? you don't know him? i don't think so. i might have fallen asleep before i did. what's your name? who did this to you? who did this to you? no. no, just let me think for a minute. why? we've got to get him out of here. we can't just walk him out tied up and bleeding. i don't know. it must be his. i don't think they'd let someone like me carry a gun. which one? shut it, teddy. i'll ride with him. you follow. take your own car. yeah. i think it was your sinister mustache that got him. what's wrong with this one? i'm gonna ask natalie what the fuck that was all about. natalie, right? 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. then call me back. don't feel drunk. not just now! ah, it's a message for teddy. * is this the guy? need a weapon. what the fuck am i doing? chasing him! fuck! he's chasing me. don't be too hard on yourself. seat belt. how can you read that again? you've read it a hundred times. yeah, but the pleasure of a book is in wanting to know what happens next - probably tried this before. probably burned truckloads of your stuff. can't remember to forget you. do i know this guy? he seems to know me. what the fuck! thanks. interested in buying one? i forget. i wouldn't be too hard on yourself. who is this? honey? no. that would have been worse. 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. none? okay, blonde. yeah, blonde is fine. discount inn, 304. leonard. * it's simple, you just go to the bathroom. just loud enough to wake me up. that's it. no. just leave the stuff lying around as if it were yours. like you just took it off or something. 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 drugs stashed in the car doesn't ring true for me. who the fuck are you? prove it. what are you doing in my car? unfinished business. who's she? why's that? what do you mean "bad news"? why should i care? from who? yeah, well maybe she'll make it you. is that it? you worried she'll use me against you? why not? why are you following me? happy now? why? what sort of questions? like what? i have money. my wife's death. i used to work in insurance, we were well covered. 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 - i didn't sell - yeah, well, thanks for the advice. fuck it. i need my own place. 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. 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. mrs. jankis, the company's position isn't that sammy is "faking" anything, just that his condition can't be shown - we shouldn't even be talking this way while the case is still open to appeal. then why are you here? mrs. jankis, what do you want from me? i believe that sammy should be physically capable of making new memories. she seemed to leave happy. i thought i'd helped her. what happened? who? why? calm down. and what did he say? where is he? i'll go see him. give him some bruises of his own and tell him to look for a guy called teddy. my wife used to call me lenny. yeah, i hated it. i'll take care of it. just tell me what he looks like, and where i can find him. do you have a pen? me? why would he be interested in me? why would you do that? just write it all down. what he looks * like, where i find him. * no, she shouldn't have given me that responsibility. shit, i'm not a doctor, i'm a claims investigator. what's wrong? who? what does he want? did you? what's this all about? i have this condition - what happened? neither do i. i'm not. how? what? what do you think i am?! i'm not gonna kill someone for money. that's different. don't talk about my wife. calm down. just take it easy, this isn't my fault. yes. shut the fuck up! don't say another fucking word! what happened? front desk? burt, right. well, this is mr. shelby in room 21. i don't want any * calls, none at all, got it? thanks. * * depends on if he's here in town. or if he's moved on. see, i've got all this - * they're not looking for him. they don't think he exists. * 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. * thank you. oh, one thing. yeah? that's right i did, didn't i? a cop? * i'm not too good on the phone. i need to * look people in the eye when i talk to * them. * thanks. nobody's perfect. my wife. dying. i remember my wife dying. beer, please. a beer, please. there's a dress code? i'm meeting someone called natalie. oh. but haven't we met before? i don't remember. see, i have no short- * term memory. it's not amnesia - * how do you know about me? who's your boyfriend? chronic alcoholism ~ one cause of short term memory loss. my name's leonard. * i don't know. i don't know. i'm sorry. 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. found it in my pocket. thank-you. she knew beyond doubt that he loved her, so she found a way to test him. she really thought she would call his bluff. didn't know this town had a parlor. i'd like this on my thigh please. promise you won't call me an idiot. how'd you know i was in here? guess i wanted to get something down before it slipped my mind. it'll be alright for a minute. why? why not? envelopes? * how do you know this? how do you know him? who? sneaky fuck. "bad cop". had me going. so this jimmy grantz deals drugs out of * the bar where his girlfriend works. but * he'll come to the meet alone. * officer gammell. something to remember you by. you're not coming? jimmy? do you remember me? you jimmy grantz? * strip! don't say anything else. quiet! i don't want blood on them. strip! you think you can bargain with me?! i don't want your fucking money! i want my fucking life back! hey! mister! i need help! there's a guy in here, hurt bad! we gotta get him to a doctor! he might have fallen down the stairs, i don't know, i don't know what's going on, i'm confused. i have this memory thing - do i know you? maybe. maybe just. i don't know. see, i have this condition. remember me again, huh? who was that? he's not the guy. he knew * me. * so what was he bringing the two hundred * grand for? * this is a drug deal?! you're using me! he knew about sammy. why would i tell him about sammy? * what the fuck are you talking about? that's sammy, not me! i told you about sammy - sammy let his wife kill herself! sammy ended up in an institution - ! * i never said he was faking! i never said that! i was wrong! that's the whole point! sammy's wife came to me and - my wife wasn't diabetic. she wasn't diabetic. you think i don't * know my own wife? what the fuck is wrong * with you? * but he's not the right guy! * it makes all the difference. * yes, i will. somehow, i'll know! when it's done, i'll know! it'll be different! why do you keep lying to me? * so who are you saying he was? * you probably. * why would i do that? * your name's teddy. i should kill you. * it is now. why not? i'd rather be mistaken for a dead guy than a murderer. i'm gonna hang on to this. 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.