1) "Mulholland Drive" Is it possible we still haven't gotten used to David Lynch? For Lynch, surrealism is the natural look of the world, and he immerses the audience in that vision so completely that coming out of this enveloping erotic noir, you feel disoriented, waiting for the world to shake off its new unfamiliarity. Which is why, for many of us, it took two viewings to realize that there's a rigorously structured plot here. If "Blue Velvet" was his Hardy Boys movie, this is his Nancy Drew movie (with two girl detectives) and it's even darker. "Mulholland Drive," which throws off real sexual heat, is about innocence corrupted by the pain of romantic-erotic loss. And as Lynch's (figurative and literal) dreamland innocent, Naomi Watts seems, as so often happen in his movies, to be living the film rather than acting in it.
2) "The Lord of the Rings: The Fellowship of the Ring" There are moments -- many moments -- in Peter Jackson's film of the Tolkien novel that return you to what it felt like to be a child experiencing the emotional and physical grandeur of movies for the first time. It's the greatest piece of epic filmmaking in years, and like all great fantasies, "Lord of the Rings" is grounded in real, earthbound emotion. Seamlessly blending special effects with real locations, Jackson never allows the characters to get lost in his visual sweep. The potential for violence and death hangs over the movie, which imparts a sense of real terror, all of it seeming to emit from Elijah Wood's preternaturally blue eyes. And Jackson's masterful battle sequences convey the dirt and sweat and horror of combat in a way that makes you certain that somewhere, Kurosawa and Welles are looking down with envy.
3) "Last Orders": Fred Schepisi's version of the Graham Swift novel opens wide in February (after this month's one-week qualifying Academy Award run in Los Angeles). It's the story of the journey made by four friends (Bob Hoskins, Tom Courtenay, Ray Winstone, and David Hemmings) to scatter the ashes of a fifth (Michael Caine). Told in flashback, "Last Orders" moves effortlessly between past and present, conveying the arguments and love and betrayals and kindnesses of a lifetime of friendship. "Last Orders" understands the bittersweet comedy of old age, the tendency to hoard memories, and the need of letting them go. The dream cast gives the year's finest ensemble performance, especially Hoskins and, as Caine's widow, Helen Mirren, whose scenes with her mentally handicapped daughter are marvels of emotion held in check, and all the fuller because of it.
4) "Together" Lukas Moodysson's lovely ensemble comedy about life on a Swedish commune still soldiering on in the mid-'70s. This young Swedish director has a talent for gently lampooning his characters and yet never withholding his love. Like all good humanist moviemakers, Moodysson erases the barriers between the characters and the audience. A satire done from the inside, "Together" kids the quixotic fantasies of the '60s left while honoring their commitment to their ideals. The soccer game that provides the film's elating climax is a validation of their dream. Like Moodysson's direction, it's a demonstration of boundaries crossed and community realized.
5) "The Gleaners & I" Inspired by the Millet painting, Agnes Varda's documentary essay on people who live by scavenging is also a meditation on the bits and pieces by which filmmakers put a movie together. The French new wave generation of filmmakers to which Varda belongs took their inspiration from the real world, the catch as catch can quality of life in cafes and shops. Varda demonstrates how her form of scavenging uncovers unexpected bits of beauty. And her acknowledgement of her own mortality makes life's fleeting moments the most precious of all trash-picker treasures.
6) "Lantana" Working from Andrew Bovell's adaptation of his play "Speaking in Tongues," Australian director Ray Lawrence has made a quiet, searing and deeply empathetic study of the compromises and deep bonds of middle-class marriage. Moving among four couples whose lives intertwine, "Lantana" is what a more seasoned Paul Thomas Anderson might one day achieve, or like the keen and sympathetic character studies in the early films of Claude Sautet. Even when it switches to a police procedural in the second half, the movie is never bound by convention. It's superbly acted, especially by Geoffrey Rush, Anthony LaPaglia and Kerry Armstrong, whose face is so capable of expressing joy, pain and desire that from the moment she comes on screen, you're hers.
7) "In the Bedroom" I'd never call writer-director Todd Field's adaptation of an Andre Dubus story un-cinematic, but the movie has been put together with the precision of a novel. Each spare detail is carefully chosen, and yet "In the Bedroom" never feels emotionally sparse. As the married couple in mourning, Tom Wilkinson and Sissy Spacek convey the ordinary derangement of grief with devastating clarity. And as their son's married girlfriend Marisa Tomei is just as good.
8) "Sexy Beast" Sure the director Jonathan Glazer has found a way to incorporate rock video style into this sleek and funny gangster picture. And yes Ben Kinsgley is scary and menacing as the Cockney hood. But it's Ray Winstone's performance as the gangster who has found paradise in Spain with his ex-porn-star wife and resists being pulled into his old way of life that gives the movie its heart. And its urgency. Winstone makes us understand just how Gal is driven to protect the contentment he's found. "Sexy Beast" is cool, witty, and violent. It goes deepest when, calling home from London in the midst of a job he never wanted to do, Winstone tells his wife, "I love you the way a rose loves rainwater." It may be the tenderest moment in any movie this year.
9) "Donnie Darko" The debut film of the year. Twenty-six-year-old Richard Kelly's dark and loving evocation of suburban adolescence is a coming-of-age story reimagined as a surreal "Twilight Zone" episode. When the plot logic breaks down, Kelly holds the movie together, with an air of suspended dread and the sense of being privy to knowledge no one else can discern that is both the glory and agony of being a teenager. And the big bunny is scarier than the big bunny in "Sexy Beast." "Donnie Darko" is also the pity of the year: it barely opened outside of New York and L.A.
10) "Moulin Rouge" Somebody needs to get Baz Luhrmann out of the editing room. Somebody needs to tell him that it's insane to set up one visually encrusted shot after another and then not give us time to drink it in. But like his previous film, "William Shakespeare's Romeo + Juliet," this whacked-out musical annoyed the hell out of me and then stayed in my head for weeks. No other movie this year believes in its own wackiness the way "Moulin Rouge" does, and that gives it the courage of its heart-on-the-sleeve convictions. You could say Luhrmann's gargantuan production design is a way of disguising the simple story at its core, except that it never obscures the charm of Ewan MacGregor and Nicole Kidman, or keeps their tale of doomed love from getting to us. The most disciplined of undisciplined moviemakers, Luhrmann has made something like a speed freak's version of grand opera.
Honorable Mentions:"Monkeybone," "Chop Suey," "Waking Life," "The Tailor of Panama," "Hedwig and the Angry Inch," "The Endurance," "The Others," "Ginger Snaps," "Charlotte Gray," "Shallow Hal," and the tracheotomy sequence from "The Princess and the Warrior." Emperor's New Clothes Award: "Memento."