This essay develops from the hypothesis that the relationship between Marx and cinema is mediated by a shared investment in the revolutionary subject, a collective being capable of abolishing capitalism, insofar as its liberation necessitates total demolition of the standing social order, from which an egalitarian organization of society might then develop. Beginning in Russia after 1917, when cinema was used as a material force to organize workers and peasants, the essay’s first half tracks the way that a cinematic emphasis on the industrial proletariat has been replaced, or superseded, by an emphasis on what Marx and Engels described as a relative surplus population. The essay’s second half illustrates this shift with reference to two popular films, released into the apparent fall of American economic hegemony, approaching them as ensigns of an economy in terminal crisis wherein revolutionary subjectivities might be forged out of the otherwise disaggregate members of the surplus population.