1) No Country for Old Men: Joel and Ethan Coen did away with any kind of musical score for their adaptation of Cormac McCarthy's novel about the erosion of the basic values and humanity that America was built upon. The film's prevailing quiet was by turns suspenseful, eerie, nerve-racking and, ultimately, devastatingly sad -- a silent cry of despair. A masterpiece.
2) There Will Be Blood: Director Paul Thomas Anderson's grand, mad epic about the spiraling war between a driven oil baron (Daniel Day-Lewis) and an equally driven preacher (Paul Dano) in early 20th century California has the sweep and grandeur of a John Ford western, along with the wonderful strangeness of Anderson's previous films (Boogie Nights, Magnolia, Punch-Drunk Love). The performance by Day-Lewis stands alongside Marlon Brando in A Streetcar Named Desire and Robert De Niro in Raging Bull as one of the greatest of all time. (Opens in South Florida on Jan. 11)
3) The Lives of Others: The debut of 33-year-old German writer-director Florian Henckel von Donnersmarck had the wisdom and insight of a film made by a filmmaker twice his age, a poised and entrancing examination of the things that we may not necessarily need to survive -- art, intellectual curiosity, compassion, tolerance, love -- but make us better human beings for embracing.
4) Before the Devil Knows You're Dead: It would be easy to describe this thriller by 83-year-old Sidney Lumet (Serpico, Dog Day Afternoon) as cynical or nihilistic. But only a deeply moral filmmaker could have made this story about two brothers (Philip Seymour Hoffman and Ethan Hawke) planning a perfect heist leave you so utterly shaken and broken.
5) Michael Clayton: Channeling the 1970s-era vibe of The Conversation and Network, this legal drama about a fixer (George Clooney) trying to keep a high-profile case from spinning out of control was no mere Grisham knock-off. The directorial debut of screenwriter Tony Gilroy illustrated -- within the context of a dynamic, intelligent thriller -- the fate that awaits a society that surrenders to the money-is-everything credo.
6) No End in Sight: Charles Ferguson's accessible, comprehensive documentary about the events leading up to America's involvement in the Iraq War should have been required viewing -- not because it's so lucid and informational, but simply because it was such a thoroughly compelling movie. Do yourself a favor and watch it on DVD.
7) The Diving Bell and the Butterfly: No film this year celebrated life more vibrantly or eloquently than Julian Schnabel's visually enrapturing, inspiring drama, based on the true story of the French magazine editor (played by Mathieu Almaric) who had to relearn everything he thought he knew after suffering a crippling stroke at age 42. (Opens Tuesday.)
8) American Gangster: Ridley Scott toned down his trademark glossy style and gave center stage to his actors for this fact-based drama about a self-made Harlem drug kingpin (Denzel Washington) and the undercover cop on his trail (Russell Crowe). As good as The French Connection and Serpico -- which says a lot.
9) The Bourne Ultimatum: Director Paul Greengrass' final chapter in the Jason Bourne trilogy was a summer action picture distilled to its purest, hardest, most thrilling essence -- a breathtaking display of contemporary filmmaking in which a shoot-em-up becomes art.
10) Zodiac: I liked David Fincher's re-creation of the decades-long search for the notorious San Francisco serial killer well enough the first time around. But like many of Stanley Kubrick's movies, it wasn't until my second viewing that the depth of the film's accomplishments -- and the bravery of its dense, intricate, yet near-plotless structure -- really sunk in. The director's cut being released on DVD on Jan. 8 is superior to the theatrical version.
Honorable mentions: Atonement, Away From Her, Death Proof (aka the second half of Grindhouse), Hot Fuzz, Knocked Up, Juno, Once, Ratatouille, Superbad, Sweeney Todd.