Though Christopher Nolan is now one of the most popular and celebrated filmmakers in Hollywood, few had heard of him when he had his big break with Memento. The innovative thriller is told in reverse and follows a man named Leonard, who suffers from short-term memory loss, trying to find his wife's killer.

RELATED: 5 Reasons Memento Is The Best Nolan Movie (& 5 Reasons It's The Dark Knight)

The film was small yet made a big splash and showed many people just how talented Nolan was as a filmmaker. Given the complex story and the low-budget approach, it's no surprise that there are plenty of interesting behind-the-scenes stories about the making of Christopher Nolan's Memento.

Conceived On A Road Trip

Teddy and Leonard talking inside a car in Memento.

Coming up with such an interesting and complex idea is something any filmmaker would hope to accomplish. As it turns out, the origins of Memento at the hands of Christopher Nolan and his brother Jonathan Nolan developed during an extended road trip.

As Jonathan was getting ready to return to school, he decided to join his brother on a road trip as Christopher moved to Los Angeles, where the film would ultimately be set. Early on in the trip, Jonathan mentioned the idea for a story he was thinking of. By the time they arrived, they had figured out the majority of the story.

Jonathan's Short Story

Memento

While Christopher Nolan has become a celebrated director, Jonathan Nolan has built quite an incredible career for himself as well. Along with collaborating with his brother on several projects, he is also one of the creators of HBO's Westworld.

RELATED: Tenet: 10 Behind-The-Scenes Facts About Christopher Nolan's New Film

The original idea for Memento started as a short story by Jonathan before he and Christopher turned it into a film script. Jonathan worked on the short story at the same time as the script. Though based on that idea, Memento is considered an original screenplay since the short story was published after the film.

Story In Reverse

Guy Pearce

Christopher Nolan was fascinated by the idea of a protagonist who couldn't form memories. However, one of the early roadblocks he ran into was figuring out how to allow the audience to understand the protagonist's mind as he navigates this noir mystery.

As he struggled with this idea, he came up with the concept of telling the story in reverse. This would allow the information that Leonard is missing in his own mind to also be withheld from the audience.

Emma Thomas Got The Movie Moving

Guy Pearce

Anyone who follows Nolan's films will certainly know the name, Emma Thomas. Not only is Thomas a producer on all of Nolan's films, but she is also now his wife. Back when Memento was being written, the two were dating but she still had a huge impact on actually getting the film made.

After the script was written, Nolan showed it to Thomas who in turn passed it on to Aaron Ryder, an executive for Newmarket Films. Seeing the film as a unique masterpiece, Ryder got the studio behind it.

Casting The Movie

Natalie leans over a bar in Memento

While the film is told entirely from Leonard's point of view, there are some very important characters that help create the story. One of those characters is Natalie, the female friend Leonard makes during his journey.

RELATED: 10 Fascinating Behind-The-Scenes Facts About Inception

After seeing The Matrix, Nolan decided Carrie-Ann Moss would be perfect for the role. Next came the casting of the mysterious Teddy. While Dennis Leary was considered, Moss herself recommended her The Matrix co-star Joe Pantoliano. While Nolan was initially hesitant given Pantoliano's frequent villain roles, he was won over after meeting the actor.

Dubbing Joe Pantoliano

Nolan Characters Studs Masterminds Leonard Memento

It's not unusual for a director to make appearances in their films. Alfred Hitchcock was famous for popping up in brief cameos in his films. While Nolan has not followed in Hitchcock's footsteps, his voice can be heard briefly in Memento in a surprising way.

During the scene in which Teddy and Leonard confront each other, Nolan felt that Pantoliano's delivery of a certain line wasn't quite right. When Pantaliano was unavailable for looping the line again, Nolan did his best impression of the actor and looped the line himself.

Stephen Tobolowsky's Audition

Stephen Tobolowsky in Memento

One interesting aspect of the film is the story of Sammy, a patient who suffered a similar condition as Leonard. As Leonard recounts Sammy's story, we see him in flashbacks played by character actor Stephen Tobolowsky.

When asked about his involvement in the film, Tobolowsky explained how he feels he landed the role through his own first-hand experiences. During his audition, he told Nolan how, following a surgery, he experienced temporary amnesia due to the pain killers he was taking.

Foreshadowing Batman

Batman running down a hall with bats flying behind him in Batman Begins.

Memento ended up launching Nolan's career in Hollywood. Without its success, it's possible that we would never have gotten any of his hugely popular projects that followed, including the wildly successful Batman films. But in a strange coincidence, this film hints foreshadowed Nolan's later success.

RELATED: Why So Serious?: 10 Behind-The-Scenes Facts About The Dark Knight Trilogy

In one brief scene, Leonard is seen passing a comic book store. In the window of the store, the famous Batman emblem can be seen. To make the coincidence even more bizarre, the emblem can also be found in Nolan's previous film, Following.

Brad Pitt Almost Starred

Brad Pitt wearing a red leather jacket in Fight Club

While Memento was a success given the size of the production, it's entirely possible that it could have been a much bigger success if the original star remained. After being given the script, Brad Pitt became very interested in the part of Leonard.

After discussing the role with Nolan, Pitt was forced to step away due to scheduling conflicts. Nolan then decided to go for less of an A-list name so as to keep the production costs evenly distributed. After considering actors like Thomas Jane and Aaron Eckhart, he settled on Guy Pearce.

Guy Pearce's Preparation

Guy Pearce Memento

Though many of the people involved in the film found the script to be confusing to read, Guy Pearce immediately recognized the emotional journey of the character which guided him through the film. He also found it an interesting challenge to play each scene as an entirely new story since Leonard would not know what came before.

The end of production left a few days for Pearce to film all of his solo scenes in the hotel room. The complex sequences were almost entirely improvised by Pearce.

NEXT: Every Christopher Nolan Film, Ranked By Their Rotten Tomatoes Score