"Memento" (2000)
"Following" might have been scrappy, but it was impressive, and long before the film started doing the festival rounds, Nolan had his follow-up ready to go. His producer and then-girlfriend-now-wife Emma Thomas had sold Nolan's script, "Memento" (based on a short story by his younger brother), to Newmarket Films, and it quickly became a hot property around Hollywood. According to James Mottram's "The Sundance Kids," Brad Pitt was interested in the lead role with Aaron Eckhart and Thomas Jane also in the running. But it was Guy Pearce, hot off "L.A. Confidential," who took the lead role of Leonard Shelby, a man unable to create new long-term memories, on the hunt for the man who caused his injury and killed his wife. It's in many ways a true successor to "Following," in the same neo-noir metier (though this time a gloriously lit California, courtesy of Wally Pfister, in their first collaboration), and with an even more intricate structure; Shelby's story is told backwards, from his execution of pal Teddy to a beginning/ending that reveals that much of what little he knows about his existence is a lie. It's an infinitely more confident film than Nolan's debut, controlled and playful, and the structure (perhaps bar the black-and-white segment, which feels a little too much) is far from a gimmick; a sad and ingenious series of snapshots that drip-feeds the torturous plot while putting the viewer in Leonard's disorienting shoes. Pearce is terrific, and in support, "The Matrix" graduates Carrie-Anne Moss and Joe Pantoliano got to show they were far more than sci-fi sidekicks. It might not be as rewatchable as some of his films (and watching it "forwards" as it were, is educational, but rather robs the film of its point), but it's a pretty astonishing leap up the ladder, and it could be argued that it's the director's most complete film to date. [A-]

"Insomnia" (2002)
Praised hugely on release, Nolan's studio debut has slipped in critical standing over the last decade. Looking back on the film, that's somewhat unfair -- it's a very strong little thriller, with some of the best acting in any of Nolan's films. But it's a hard film to truly love, perhaps because for arguably the only time in his career, it feels like a gun-for-hire job, a chance to prove himself with big names and more scope. Nolan had been picked out by Steven Soderbergh -- who had raved about "Memento," helping the film to get a U.S. release -- and hired him to direct a remake of the Norwegian thriller of the same name for his Section 8 production company and Warner Bros. Stellan Skarsgård took the role in the original, but here it's Al Pacino as the LAPD cop sent to Alaska with his partner Hap (Martin Donovan) to help with the enquiry into the death of a 17-year-old girl. Chasing a suspect, Pacino accidentally shoots his partner, who's just told him that he's going to testify against him to Internal Affairs, an incident witnessed by the killer (Robin Williams), who blackmails him into helping frame the victim's boyfriend for his own murder. Nolan handles everything handsomely in an old-fashioned way, but sometimes feels a little disengaged (it's the only time he's not worked on a script himself), and the screenplay by Hillary Seitz occasionally inches into cop movie cliches. But at the same time, Nolan gives the story a wonderfully creepy atmosphere (again, as with "Memento," the film takes place entirely in daylight; few filmmakers can make the sun as menacing and bleak as the nightime), and coaxes very strong performances out of his cast. Robin Williams was near-revelatory (this and "One Hour Photo," released the previous year, remain his best dramatic turns), and it's to date the last true Pacino turn of greatness, the actor perma-tired and letting a lifetime of sins catch up to him with quiet dignity. It's a world away from the Shouty Al we get more often than not these days. So in retrospect, yes, it's minor Nolan, but it's still markedly better than 99% of Hollywood procedurals these days. [B]

Batman Begins Bale Oldman
"Batman Begins" (2005)
"Insomnia" was enough for Warners to feel confident in giving Nolan the keys to their big franchise revival, and the helmer moved swiftly into developing a bold new take on Batman with co-writer David S. Goyer. The film made him the A-lister he is now, and spawned two massive sequels, but it can't just be us that finds it, in retrospect, the director's weakest film. The approach is absolutely something to be lauded; only Nolan could take the premise of man dressed as a bat fighting crime and make it as plausible as possible. And for the first time, we had a Batman movie that was actually about Batman, with Christian Bale giving three distinct, and excellent performances: Bruce Wayne in private, wounded and still grieving and furious; Bruce Wayne in public, the drunken, irresponsible  playboy: and the Batman, a terrifying force of nature. The little choices unquestionably make Bale's the definitive portrayal of the character, and in Gary Oldman and Michael Caine, he has wonderful support. But Nolan's still adjusting to his bigger playset, with the action mostly choppy and confusing, and the tone is slightly uneven. And while the first two acts are pretty good, Nolan loses the thread in the third, the realistic tone giving way to a hammy Liam Neeson performance ("Excuse me, I have a city to destroy!" -- although it should be said, Tom Wilkinson gives him some competition in the scenery chewing), some creaky lines, uneven, misjudged humor (including Gary Oldman acting like Jake Lloyd in "The Phantom Menace") and some slightly cheap and ill-conceived hallucination scenes (Batman the monster and the Scarecrow's fire-breathing horse are nice ideas, but let down in the execution). The film slows to a crawl every time Katie Holmes is on screen too -- the actress was reportedly forced on Nolan by the studio, and his disinterest shows. It's a laudable first effort, for sure, but far, far better things were to come. [C+]