The motion aftereffect is a powerful illusion of motion in the visual image caused by prior exposure to motion in the opposite direction. For example, when one looks at the rocks beside a waterfall they may appear to drift upwards after one has viewed the flowing water for a short period-perhaps 60 seconds. The illusion almost certainly originates in the visual cortex, and arises from selective adaptation in cells tuned to respond to movement direction. Cells responding to the movement of the water suffer a reduction in responsiveness, so that during competitive interactions between detector outputs, false motion signals arise. The result is the appearance of motion in the opposite direction when one later gazes at the rocks. The adaptation is not confined to just one population of cells, but probably occurs at several cortical sites, reflecting the multiple levels of processing involved in visual motion analysis. The effect is unlikely to be caused by neural fatigue; more likely, the MAE and similar adaptation effects provide a form of error-correction or coding optimization, or both.