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Leonard Shelby (Guy Pearce) wears expensive, European tailored suits, drives a late model Jaguar sedan, but lives in cheap, anonymous motels, paying his way with thicl~ wads of cash. Although he looks like a successful business man, his only work is the pursuit of vengeance: tracking and punishing the man who raped and murdered his wife. His suspicions dismissed by the police, Leonard's life has become an all-consuming quest for justice. The difficulty, however, in locating his wife's killer is compounded by the fact that Leonard suffers from a rare, untreatable form of memory loss. Although he can recall details of life before his 'accident', Leonard can't remember what happened fifteen minutes ago, where he is, where he's going or why.

A former insurance investigator, Leonard is keenly aware of his handicap. Moreover. he's got the discipline to compensate as well as the motivation- the cruel memory of his beloved wife's last moments. Haunted by what he's lost, he's re-built his life out of index cards, photographs, file folders, charts, tattoos and obsessive habits that stand in for memory, fixing him in space and time and connecting him to his mission. Out of necessity, Leonard must rely on others despite being thoroughly ill-equipped to assess elther their motives or basic decency.