1. United 93. The tragic yet heroic tale of the passengers who took fate into their hands on Sept. 11, 2001, and overpowered their hijackers is the best movie of the year. We all know, or think we know, the story: Citizens unite when they learn terrorists plan to use their plane as a suicide bomb. But the movie also boldly examines the U.S. authorities' inept attempt to frame an effective response. And even more than a blend of tribute and cautionary tale, the film becomes a flight of realistic poetry. It gives meaning to the phrase "the world changed on 9/11." It makes you feel the ease and freedom of an early-morning takeoff on a glittering day. It poignantly captures everything we lost.
2. Army of Shadows. Jean-Pierre Melville's film about the early years of the French Resistance, which had its U.S. premiere this year (37 years late), is a masterpiece of plain-spoken eloquence. In its remarkable, austere suspense-film form, it raises fresher questions about the psychic and moral costs of occupation, rebellion, and life and death during wartime than any movie made since its first release in 1969.
3 and 4. Neil Young: Heart of Gold and Shut Up & Sing. These would be an ideal double bill. Jonathan Demme's Neil Young concert film presents a lyrical dream of (and lament for) the reinvigorated America that seemed possible after the U.S. united with most of the world against al-Qaida. Instead, the country flew apart, as Barbara Kopple and Cecilia Peck demonstrate in their vibrant chronicle of the Dixie Chicks' struggle to hold onto their audience after their lead singer cracked wise about President Bush. Young and the Chicks - as well as Demme, Kopple and Peck - persevere to create great art.
5. Heading South. In an era when sex in art-house films has come to mean ever-more-explicit couplings and sex in mainstream movies has rarely been jigglier or sillier, Laurent Cantet's erotic drama about American women bedding younger native men in '70s Haiti dares to go beyond the superficial. It challenges our assumptions about race, class, age - and how they affect lust and love. And it contains a soliloquy by Karen Young that rivals Bibi Andersson's libidinous outpouring in Ingmar Bergman's Persona (1966).
6. The Queen. The two leads - Helen Mirren (as Elizabeth II) and Michael Sheen (as Tony Blair) - soar so effortlessly they seem to fly on invisible wings. Propelled by the direction of Stephen Frears, who works wonders with Peter Morgan's incisive script, they turn the aftermath of Princess Diana's death into high tragicomedy, balancing the unbearable lightness of 20th-century celebrity with the punishing weight of British history.
7. Borat: Cultural Learnings of America for Make Benefit Glorious Nation of Kazakhstan. What a madcap explosion. Sacha Baron Cohen puts his talent on the line - or, rather, crosses the line, fearlessly and zestily - as the title character, a Kazakh reporter filming a documentary about America for TV back home. He challenges the values of the actual Americans who appear as Borat's hosts. The result is part hilarious ink-blot test about the nature of the good ol' U.S.A. (is it democratic, racist or both?) and part crackpot quest film.
8. The Departed. This movie has even more gusto and energy than Martin Scorsese's previous entertainment, The Aviator. Set in a vividly realized Boston where the deterioration of the church and neighborhoods leaves men and women rootless and confused, it's a gritty, gory marvel about the wavering line separating some cops from some crooks. The hard-boiled ensemble, including Leonardo DiCaprio, Matt Damon and Mark Wahlberg, turns brass-knuckle action into melodramatic gold.
9. The History Boys. This smart, moving piece of filmed theater is not just one of the best movies ever made about teaching and learning. It's also one of the best about adolescence - normal, delayed or the kind that persists into "adulthood."
10. Dreamgirls. A half-dozen films competed for this slot. But when a movie musical has this many peak moments - including Jennifer Hudson turning "And I Am Telling You I'm Not Going" into an unanswered prayer and Eddie Murphy enacting a soul star's 19th nervous breakdown in "Jimmy's Got Soul" - it catapults audiences into a realm where even mixed emotions seem euphoric.