SOLARIS is not a re-make of Andrei Tarkovsky's cult, four-hour Russian epic from 1972, although it often feels longer than its 94 brooding, hallucinatory minutes.

No, this Solaris mark two is writer-director Steven Soderbergh's interpretation of the Stanislaw Lem novel, and he reckons he could have taken a handful of other routes, like one of those multiple-choice Alan Ayckbourn plays, none of them however in a Star Wars science-fiction style.

They bungled the American release of this space-cage story of love and death and fear of mortality in between. Or so Soderbergh and his Ocean's Eleven co-pilot George Clooney now reckon after it died a lonely death at the box office. With hindsight, they say that maybe it was not advisable to push images of a naked and bronzed gorgeous George getting jiggy with Natascha McElhone in space.

If at first you fail, as they did, then re-launch your space movie mission in Britain with an entirely different message, as a cerebral study of freedom of will, and a guilt-edged quest for redemption, in our vulnerable space age after the Space Shuttle Columbia mishap.

Move over George's body; now Solaris is a fragmented movie for the frazzled mind. Charmer Clooney, the light, romantic leading man in the Cary Grant mode, plays darkly against smooth stereotype as psychologist Dr Chris Kelvin on a bumpy, emotional ride in a strange world (just as he did in O Brother, Where Art Thou?).

Dispatched to the space station Prometheus to monitor the strange and sinister behaviour of its scientists as they orbit the creepy, mind-shredding planet of Solaris, Kelvin discovers the station commander has committed suicide and crew members Viola Davis and Jeremy Davies have turned into paranoid fruitcakes.

What's more, his dead wife Rheya (the haunting McElhone) emerges on Prometheus as if from nowhere alive and puzzled. Could she be an hallucination; a ghost from his broken marriage, or a clone?

Flashbacks and dreams crank up the psychological warfare in this near-future shadowland as Soderbergh plays with time and reality in a transcendental movie. He gives you time to think, rather than scream in space, like Stanley Kubrick's 2001: A Space Odyssey, to the accompaniment of Clifford Martinez's eerie score. Maybe too much time, because Solaris starts to do the head in: one of those spooked films that needs a second viewing to fill in the gaps, only for new gaps to appear.

Updated: 08:56 Friday, February 28, 2003