This dissertation engages in an intentional analysis of philosopher Emmanuel Levinas's book <italic>Existence and Existents</italic> through the reading of three films: <italic>Memento</italic> (2001), <italic>Vanilla Sky</italic> (2001), and <italic>Mulholland Drive</italic>, (2001). The &ldquo;modes&rdquo; and other events of being that Levinas associates with the process of consciousness in <italic>Existence and Existents</italic>, such as fatigue, light, hypostasis, position, sleep, and time, are examined here. Additionally, the most contested spaces in the films, described as a &ldquo;Waking Dream,&rdquo; is set into play with Levinas's work. The magnification of certain points of entry into Levinas's philosophy opened up new pathways for thinking about method itself. Philosophically, this dissertation considers the question of how we become subjects, existents who have taken up Existence, and how that process might be revealed in film. Additionally, the importance of <italic>Existence and Existents</italic> both on its own merit and to Levinas's body of work as a whole, especially to his ethical project is underscored. A second set of entry points are explored in the conclusion of this dissertation, in particular how film functions in relation to philosophy, specifically that of Levinas. What kind of critical stance toward film would be an ethical one? Does the very materiality of film, its fracturing of narrative, time, and space, provide an embodied formulation of some of the basic tenets of Levinas's thinking? Does it create its own philosophy through its format? And finally, analyzing the results of the project yielded far more complicated and unsettling questions than they answered. These far more interesting speculations had seemingly little to do directly with the book or the films under discussion, and instead challenged certain understandings of genre, method, and theory. The purpose became a voyage through a <italic>vesica piscis</italic> of multiply contested spaces: philosophy, film, ethics, and the processes of theory-making.