This chapter argues that Tarkovsky's film Solaris similarly endangers the very possibility of a science fiction cinema, but in a different manner. The moiling surface of the sentient planet Solaris is one of the key images in Tarkovsky's Solaris, even though the screen time Tarkovsky devotes to actual images of the Solarian ocean is comparatively short. The rills and vortices playing upon the surface of Solaris are what one might characterize as the 'strange attractors' of Tarkovsky's film. Stanislav Lem initially worked on the screenplay of Solaris with Tarkovsky, but as the writing progressed it emerged that both of them had opposite opinions as to its central themes. The chapter examines how Carl Freedman accomplishes his assessment of Stanley Kubrick and Clarke's 2001, and how he reaches the conclusion that a science fiction cinema does not, and even worse, cannot, exist.