10. The Artist Just for kicks, there's Michel Hazanavicius' "The Artist," a transportive celebration of silent cinema and artistic endurance. Though capable of tongue-in-cheekiness, the film lives more comfortably in sentimental melodrama, and excels technically in its recreation (through photography and production design) of filmic composition circa 1927. It's also a lively performance piece for French actors Jean Dujardin and Berenice Bejo, whose work can't get lost in translation.
9. The Skin I Live In Pedro Almodovar's loose adaptation of Thierry Jonquet's novel "Tarantula" is certified crazy, a treasure of sick cinema. Antonio Banderas plays the disconcertingly dashing mad doctor, a plastic surgeon whose unhinged creativity knows no bounds (ethics? what ethics?). Almodovar gender-bends with the best of them, exploring with abandon sexual orientation, identity and taboos.
8. Margin Call The 2009 market crisis revisited, from within a representative tower of power. A fictional Wall Street investment bank becomes the proverbial canary in the coal mine and, as such, weathers a long, dark night of the soul in deciding how to parcel out its precious loyalty, to employees, clients and the American economy. Under the direction of breakthrough screenwriter J.C. Chandor, Kevin Spacey and Stanley Tucci excel as morally elastic yet sympathetic executives.
7. The Interrupters Documentary filmmaker Steve James ("Hoop Dreams") turns his camera on "violence interrupters" working in Chicago's CeaseFire organization. James focuses on the efforts of three interrupters, former violent offenders now doing the noble work of swimming upstream in one of the nation's most violence-plagued communities. Though the change James observes is almost imperceptibly incremental, there's palpable hope in commitment to community.
6. The Mill and the Cross One of the year's most inspired creative excursions, "The Mill and the Cross" found Polish filmmaker Lech Majewski adapting Michael Francis Gibson's book about the genesis of Pieter Bruegel the Elder's 1564 painting "The Way to Calvary." Rutger Hauer plays Bruegel, Michael York his patron and Charlotte Rampling a local muse, but it's all about the imagery in this fascinating -- nay, mesmerizing -- look at the artistic process, rural life and fervent faith.
5. Nostalgia for the Light Patricio Guzman takes us with him on a creative leap in this moving documentary, which creatively conflates two searches for answers in Chile's Atacama Desert. The place's unique environmental conditions make it suitable for astronomical study; as scientists look up, widows and orphans dig down, in search of the remains of husbands and fathers "disappeared" by the Pinochet regime.
4. Tinker Tailor Soldier Spy Tomas Alfredson's commendable adaptation of John le Carre's celebrated espionage novel was among the year's smartest entertainments. Though it entirely eschews the action of a Bond or Bourne escapade, "Tinker Tailor Soldier Spy" has a fascinating central character in carefully measured career spy George Smiley, now embodied by the brilliant Gary Oldman.
3. Uncle Boonmee Who Can Recall His Past Lives As "The Tree of Life" did this year, "Uncle Boonmee" won the Palme D'Or at the Cannes Film Festival last year. And as select American audiences discovered in 2011, Apichatpong Weerasethakul's new film provided its own distinctive take on the big questions of life, the afterlife, history and memory, in a ghost story a far cry from "Paranormal Activity 3" (and, sadly, its box-office grosses).
2. Certified Copy There's nothing quite like a two-hander carried off by a pair of actors up for the challenge. Writer-director Abbas Kiarostami had a ringer in the always great Juliette Binoche, but gambled and won by casting opera singer (and first-time screen actor) William Shimell to go toe-to-toe with her. The film itself vigorously works itself into an intellectual tangle over the nature of long-term relationships, art and what constitutes real life (as opposed to our comfortable illusions).
1. The Tree of Life No studio release this year was more ambitious, emotional or elegant than Terrence Malick's searching epic about our place in a family, a town, a galaxy, the universe. Emmanuel Lubezki's innovative cinematography beautifully painted with light and shadow and color, while boy lead Hunter McCracken and screen parents Brad Pitt and Jessica Chastain exquisitely navigated existential terrain. It has everything and the kitchen sink (and dinosaurs).
Peter Canavese's pans
Sucker Punch Visually and aurally loud, plodding, repetitive and sexist, this Zack Snyder joint about abused female mental patients fantasizing then enacting revenge was the year's top endurance test and, hence, the year's worst movie.
I Am Number Four This teen sci-fi action flick was dull. Also tedious. Also tiresome and mundane. I Am Bored Times Four.
Conan the Barbarian "I live, I love, I slay. I am content." Yeah, Jason Momoa's Conan also squints, mumbles and cocks his eyebrow a lot. He makes Schwarzenegger look like Olivier.
Just Go With It Dear audience: I hate you stupid rubes. Here, have a turd. That'll be 11 bucks. The only laughing you will hear will be me on the way to the bank. Love, Adam Sandler.
Jack and Jill P.S. For my next Adam Sandler trick, I will enlist Al Pacino to play a horny version of himself chasing a woman I play in drag. Oh, America, is there nothing I can do to make you stay home?