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This article analyzes the visual and narrative representation of the woman in Christopher Nolan’s 2010 film Inception in the context of the film noir and neo-noir cinema and with a focus on the gendered gaze that is strongly associated with the genre. In particular, it examines how the film portrays the character Mal as a femme fatale and simultaneously raises questions about such portrayal of women by subversive uses of film noir conventions combined with the science fiction elements that bring light to and raises question about these conventions. Laura Mulvey’s theorization of the gendered gaze and narrative in Hollywood cinema and Christine Gledhill’s analysis of film noir aesthetics are central to this analysis. This article argues that Inception reveals the fictional nature of the representation and the distorting power of gaze and narrative by incorporating them into the plot of them film. Central to this strategy is the film’s science-fiction element of dream construction and sharing, which enables the male protagonist to create the femme fatale and to write other characters’ stories while revealing the subjectiveness and unreliability of these processes and consequences clearly to the audience.