In this article, Text World Theory (Gavins, 2007; Werth, 1999) and Ryan's model of fictional worlds (1991a, 1991b) are both applied to Nolan's blockbuster film, Inception (2010) to explore the multi-layered architecture of the narrative. The opening two scenes of Nolan's screenplay are analysed using Text World Theory, with particular attention to the embedded nature of character dialogue, or, more generally, 'represented discourse' (Herman, 1993), otherwise known as Direct Speech (Leech and Short, 2007). Based on this analysis, I suggest a modification to the way in which Text World Theory deals with represented discourse, which improves the framework's applicability to all text types. Moving from the micro-analysis of the screenplay text, to a macro-analysis of the film narrative as a whole, I outline the various different worlds that make up the reality, dream and 'limbo' layers in the film, explaining how most of the action takes place at a remove from the world at the centre of the textual system. I use Deictic Shift Theory's terms PUSH and POP (Galbraith, 1995) to describe the movements between the ontological layers of the narrative and suggest that these terms are better suited to describe hierarchies of ontology rather than horizontal deictic shifts. Ryan's taxonomy of accessibility relations is used to describe the ways in which the film differs from reality, as well as the ways in which the dreams differ from the internal reality of the film. The complex ontological structure and asymmetric accessibility relations between the worlds are ascribed as the reason for many viewers' difficulty in processing the film's narrative. With its attention to discourse-world factors, Text World Theory is then used to account for the myriad of reactions to Inception - as expressed on online discussion forums - which range from engagement and enjoyment to frustration and resistance.