The third movement of Robert Buckley's grandly cinematic suite describing impressions of the seas of the moon, Sea of Clouds was inspired by a series of paintings done by Claude Monet in the London fog. Monet captured the gradations of light as it was affected by fog with ghostly images sifting through.

This movement is mostly subdued and dreamlike, the music ebbing and flowing and eventually building to a vast wall of sound and then dissolving into silence.