1) 3:10 to Yuma Who said the Western is dead? Notions of "hero" blur in the complex relationship between good guy and bad guy in the year's most surprising film.
2) Ratatouille Pixar's best animated feature yet, this tale of an unlikely gourmet chef compelled to express himself gastronomically speaks to the would-be artist in us all.
3) The King of Kong: A Fistful of Quarters This crowd-pleasing doc about a video-game championship rivalry is Rocky in real life; if you're not cheering for the underdog, you're probably heartless.
4) Sweeney Todd: The Demon Barber of Fleet Street Bloody and darkly beautiful, Tim Burton's adaptation of Sondheim's musical melodrama about revenge and meat pies in Victorian London is razor-sharp in execution.
5) American Gangster This taut crime epic set in a gritty, pre-Giuliani New York City is reminiscent of great Seventies filmmaking and yet wholly original.
6) No Country for Old Men A feeling of helplessness pervades the Coen brothers' violent ode to the new criminal element, as personified by the most relentless killer since Jason Voorhees.
7) Michael Clayton Legal ethics entangle everyone in this slickly plotted thriller that proves George Clooney can hold the screen as well as any American actor today.
8) The Lives of Others Political ideals give way to human compassion in this German Oscar winner set in prereunification Berlin, a worthy successor to Coppola's The Conversation.
9) Superbad High-school geeks look for love in all the wrong places in this male-oriented fantasy that's both hilariously raunchy and tellingly sweet.
10) Atonement More intimate than epic in scope, this cerebrally satisfying film about the damage inflicted by a single lie gives new meaning to the happy ending.
NEAR MISSES: The Savages, The Darjeeling Limited, Eastern Promises, The Diving Bell and the Butterfly, Year of the Dog
MOST OVERRATED: Juno, Lars and the Real Girl, Before the Devil Knows You're Dead
MOST UNDERRATED: The Darjeeling Limited, Lions for Lambs, Zodiac
ACTING KUDOS (MALE): Christian Bale (3:10 to Yuma), Ethan Hawke (Before the Devil Knows You're Dead), Tommy Lee Jones (In the Valley of Elah)
ACTING KUDOS (FEMALE): Julie Christie (Away From Her), Marion Cotillard (La Vie en Rose), Meryl Streep (Lions for Lambs and Evening)
BEST DIRECTOR: Ridley Scott (American Gangster), Tim Burton (Sweeney Todd: The Demon Barber of Fleet Street), James Mangold (3:10 to Yuma)
BEST SCREENPLAY (ORIGINAL): The Savages (Tamara Jenkins), Michael Clayton (Tony Gilroy), Ratatouille (Brad Bird)
BEST SCREENPLAY (ADAPTED): Atonement (Christopher Hampton), American Gangster (Steven Zaillian), The Diving Bell and the Butterfly (Ronald Harwood)
BEST REVIVAL: The Alamo at the Ritz's opening night showing of Attack of the Mushroom People, a Japanese horror film forever burned in my memory since the age of 10.
WILD CARD: Don't miss the deleted scene on the Knocked Up DVD, where Jonah Hill bemoans the lack of explicit man-on-man action in Brokeback Mountain.
