Whatever you may have thought of Carruth's first film, the brain-achingly twisty and ponderous Primer in 2004, his ability as a film-maker was undeniable. Carruth took a skeletal crew, a paltry $7000, cast himself as actor, producer, writer, editor and composer, and turned in one of the most innovative science fiction movies you never saw. Nine years later he's back with his second film, the enigmatic and beautifully named Upstream Color, an evocative title that suggests a literary if not wholly sci-fi premise. It's a bolder film than Primer but still highly impenetrable. Fans will casually suggest the meaning of the kaleidoscope of sound and image and what fragments and splinters of narrative there are points to a C. Clarkeian, meta-spiritual concept that concerns life-cycles and free will, but the truth of what Upstream Color is really about remains wonderfully open to interpretation. Carruth layers imagery and dialogue over his own ambient music which hypnotically drones and pulses in tune and beat to the glacially unfolding story. Often, he'll lift dialogue from one take and place it as an audio backing under which he'll play many other versions of the same take, Von Trier-like, or sometimes he'll cut away to a non-sequitorial tableau or sequence, narratively unanchored, but still befitting the scene's mood and tone. Where trickery, media-student pretension and calculated orchestration begin and end is of course debatable, though it doesn't seem like we're having our legs pulled. Nor does it feel like we're the butt of some ongoing Carruthian joke either. Rather we are presented with traces of semblance, like garbled radio transmissions or slivers of organic cuttings, and it is up to us to make sense of them in the spirit of scientific pioneers or explorers. Undoubtedly Upstream Color, like Primer, will be a film to be viewed multiple times, but I would argue that comprehension is only part of that reason. Come by all means for the story, but stay for the film.