High Fidelity may have exposed the nerdiness at the heart of list-making, but for those who care about movies (or music, or books, or just about any cultural enterprise), it's tough to resist the lure of the Top 10. Lists impose order on the chaos of a year's hundreds of film releases, however subjective that order might be. For years, The Onion A.V. Club has stayed away from year-end list-making where movies are concerned, but the silence ends with this first-annual Top 10 collection.

Keith Phipps

1. In The Mood For Love (Buy It!)
Portraying the relationship between two would-be lovers (Maggie Cheung and Tony Leung), director Wong Kar-Wai doesn't so much tell a story as create an atmosphere thick enough to breathe. Letting his leads circle around each other as closely as they can given the mores of early-'60s Hong Kong, the cramped quarters of their adjacent apartments, and their own better judgment, Wong captures a lost moment with all its attendant joy, melancholy, and regret.
2. Mulholland Drive
3. Waking Life
4. The Man Who Wasn't There
5. A.I.: Artificial Intelligence
(Buy It!)
The most divisive film of 2001 left viewers either thrilled or puzzled and upset at Steven Spielberg's attempt to fuse his own skills with those of late master Stanley Kubrick. To give the devil his due, the result featured plenty of overreaching and a few bad choices. (Robin Williams' jarring vocal cameo springs immediately to mind.) But the film's episodic, inconclusive search for the soul has an unsettling power to match Spielberg's virtually unrivaled visual imagination. Some viewers dismissed the final act—in which the last ember of humanity flickers out, long after the flame has been snuffed—as too sentimental, which may mark the most reckless use of the word to date.
6. The Royal Tenenbaums
7. Ali
8. Gosford Park
Calling Gosford Park Robert Altman's best film since the 1970s does a disservice to any number of good-to-great movies he's made in the intervening decades, but it's still a valid statement. With an almost scary assurance, Altman navigates an overstuffed cast through the upstairs, downstairs, and in-between world of the British class system over the course of one long weekend in the country. In the end, murder serves as both an afterthought and a logical culmination of what's come before.
9. Ghost World (Buy It!)
10. Together
Maybe ideals can best be judged by the dignity with which they fail and the traces they leave behind. By the end of Lukas Moodysson's swift, funny, moving look at the last days of a leftist co-op in 1975, its membership has dwindled and the limits to its dream of boundless personal freedom and absolute socialism have been discovered. But Moodysson never fails to show how the same collapsed dreams have made the world a better place.

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The Next Five

As in Mulholland Drive, memory, time, and emotional need all bend to each other's will in five of the several films that could have filled out a thoroughly acceptable Top 10 list of their own. Alejandro González Iñárritu finds love and death among the ruins in the three intertwined stories of his more-than-promising debut Amores Perros. In a remarkable performance, Charlotte Rampling finds the past both inescapable and elusive in François Ozon's Under The Sand. Ditto Guy Pearce in Memento, dealing with the added strain of a neurological disorder and the added benefit of a creative tattoo artist. Teen angst snowballs into Apocalypse Suburbia, and then bounces back again, in Richard Kelly's ridiculously overlooked Donnie Darko. And grown-up solipsism never looked as beautiful, or perilous, as in Cameron Crowe's Vanilla Sky.

Performance Of The Year

Naomi Watts, Mulholland Drive
Hitherto unnoticed Australian actress Naomi Watts' turn as a fresh-out-of-drama-school Canadian let loose in a noirish Hollywood might have been recognized as one of television's great performances had David Lynch's Mulholland Drive not gotten the ax from ABC after the pilot was filmed. Instead, she produces something even better in the project's cinematic form. Matching every turn of Lynch's switchback descent in the film's final segment, Watts re-creates her winningly chirpy character as a creature of tremendous, deadly sadness without severing her connection to what's come before.

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Underrated

Vanilla Sky
Cameron Crowe's self-described "cover version" of Alejandro Amenábar's Open Your Eyes retains the Hitchcock-meets-Philip K. Dick plot, but factors in a moral inquiry into what matters most. The results are frightening, touching, challenging, and distinctively Crowe's. The film's use of music borders on the revolutionary, and, as in Almost Famous, Crowe finds the technical skill to match his ambition and heart. With any luck, he'll be allowed to make another movie someday.

Overrated

Shrek (Buy It!)
It's funny, entertaining, and technically impressive, but how did Shrek end up as the most widely praised movie of the year, particularly when compared to the superior Monsters, Inc.? Even with its brief running time, Shrek found plenty of room for deflated gags, and it ultimately serves as proof that Warner Bros.-style irreverence and Disney-style sentiment shouldn't just be haphazardly thrown together.

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Worst

Behind Enemy Lines
In which the righteous might of the U.S. military finally sets things right in the former Yugoslavia in the only way that really works: slow-motion gunplay. Two Tenenbaums, Owen Wilson and Gene Hackman, reside among the casualties.

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Future Film That Time Forgot

My First Mister
Aside from a good performance by Albert Brooks, My First Mister is the contemporary equivalent of the old chestnut in which a square can't understand his new friend the crazy hippie. Except instead of a fun-loving hippie, My First Mister features a humorless Goth played by Leelee Sobieski, who narrates the film in prose and poetry that's all too convincing as a middle-aged screenwriter's approximation of teen angst. Eventually, someone dies and the movie ends, but not soon enough.

Great Start That's Likely To Get Better

The Lord Of The Rings: The Fellowship Of The Ring
With so much exposition out of the way in The Fellowship Of The Ring, familiarity can only improve director Peter Jackson's future entries in the Lord Of The Rings series, as he digs into the heart of Tolkien's epic novel.

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Not-So-Great Start That Will Have To Get Better

Harry Potter And The Sorcerer's Stone
Five more films like this could make a kid take up reading.

Whiplash Inducer

Fat Girl
A jaundiced, if convincing, look at young love and the many devices of the male libido's will-to-power, Catherine Breillat's follow-up to the dire Romance has the subtlety and daring of a great movie. At least until its final scene, which is heavy-handed enough to get it laughed out of a student-film competition.

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DVD Of The Year

The Godfather DVD Collection (Buy It!)
The ads touted it as "the reason they invented DVDs," and in this case the hype didn't lie. The black and gold of Gordon Willis' cinematography looks great, Francis Ford Coppola provides lively spill-the-beans commentary tracks, and a final disc of deleted scenes and archival material should serve as a Dead Sea Scrolls for Godfather devotees. Then there are the films themselves: the rich, exciting original and the superior sequel that stretches the bottomless desperation of the first part's final scene across three hours and the better part of a century. The merely adequate Part III rounds out the package with a lesson in real-life hubris to match its predecessor's fictional ones.

Nathan Rabin

1. Waking Life
A stoner film for the Mensa set, Waking Life added a refreshingly adult, cerebral spin to the current animation boom. Though in some respects, the film is a revisited Slacker, director Richard Linklater's revolutionary use of Rotoscoping to give form and image to ideas and philosophies lends Waking Life a uniquely dreamy, ethereal texture.
2. Hedwig And The Angry Inch (Buy It!)
Reduced to mere plot summary, Hedwig And The Angry Inch sounds like any number of self-consciously outrageous exercises in off-off-Broadway camp, the sort that might alternate nights with Pog: The Musical! and Lesbian Vampire Nazis In Prison. But while co-screenwriter, director, and star John Cameron Mitchell does include campy, broad humor in his stage-derived musical about a semi-transsexual rocker's doomed affair with a fresh-scrubbed American teen, he also offers a poignant, emotionally resonant love story and a stirring testament to the life-affirming power of rock 'n' roll.
3. The Royal Tenenbaums
4. Faithless
Proving that age has done little to diminish his melancholy genius, screenwriter Ingmar Bergman collaborated once again with director and ex-muse Liv Ullmann on Faithless, a harrowing look at divorce and infidelity. At once raw, elegant, and haunting, the film packs an emotional wallop precisely because of its slow, meditative tone and air of almost biblical gravity.
5. Mulholland Drive
6. A.I.: Artificial Intelligence
(Buy It!)
7. In The Mood For Love (Buy It!)
8. Ghost World (Buy It!)
For his follow-up to Crumb, director Terry Zwigoff accomplished the nearly impossible feat of doing justice to Daniel Clowes' delicately wrought, bittersweet tale of two recent high-school graduates (Thora Birch and Scarlett Johansson) stuck in the eerie limbo between jaded adolescence and adulthood. Having Clowes on hand as co-screenwriter couldn't have hurt. Neither did the career-best performance from Steve Buscemi, whose strangely endearing, underachieving misanthrope was 2001's unlikeliest and most refreshing romantic lead.
9. Audition
10. The Man Who Wasn't There

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The Next Five

One of cinema's great strengths is its ability to transport audiences to places, worlds, and times they'd otherwise never experience, and each of 2001's runners-up embodied that quality. Michael Winterbottom's The Claim evocatively conjured up the daunting 19th-century frontier, while Michael Mann's Ali did the same for the tumultuous social upheaval of the '60s and '70s. The similarly immersive Gosford Park thrust viewers into the intrigues and deceptions of the British class system. Set in the more recent past, the Internet documentary Startup.com and Larry Clark's youth-run-amok black comedy Bully each vividly captured a unique, testosterone-poisoned subculture with dark wit and keen observation.

Performance Of The Year

John Cameron Mitchell, Hedwig And The Angry Inch (Buy It!)
When playing an East German would-be rock star with mangled genitalia, few actors would go for subtlety or nuance. Playing the title role in Hedwig And The Angry Inch, John Cameron Mitchell did just that, imbuing his glam-rock hero (or heroine) with charisma, dry wit, and a sense of frailty. At once iconic and deeply human, his tragic protagonist embodies the androgynous, hopelessly romantic spirit of glam rock in all its defiant, glitter-strewn majesty.

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Underrated

Bully (Buy It!)
Critics and audiences generally derided Larry Clark's Bully as a sensationalistic rehash of his reactionary and overwrought Kids. True, the films share a notable obsession with lithe young bodies, but viewing Clark's mean-spirited, groin-level view of contemporary teenage life as mere exploitation dismisses one of the sharpest, funniest satires of adolescent nihilism since Beavis And Butt-Head.

Overrated

Bridget Jones's Diary (Buy It!)
With the terrific Renée Zellweger taking on the lead role and Four Weddings And A Funeral and Notting Hill scribe Richard Curtis co-writing the screenplay, it didn't seem unreasonable to expect Bridget Jones's Diary to be a witty comedy along the lines of Curtis' previous hits. What first-time director Sharon Maguire and company delivered, however, was essentially Ally McBeal with a British accent, complete with jarring shifts in tone, cartoonish overacting, a dispiritingly reductive take on the battle of the sexes, and a heroine who blurs the line between lovably quirky and mentally ill. Hugh Grant nearly redeems the film as Zellweger's dashingly handsome cad of a boss, but whenever Grant is off-screen, which is most of the time, Diary runs the gamut from mediocre to unbearable.

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Worst

Pearl Harbor (Buy It!)
It's encouraging that while Pearl Harbor was a hit, Jerry Bruckheimer and Michael Bay still couldn't dupe the American public into making it the mega-blockbuster they'd envisioned. Simplistic, padded, and shrill, Pearl Harbor combined lousy history with cringe-inducing drama.

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Future Film That Time Forgot

Blow Dry (Buy It!)
Blow Dry took Full Monty mania to its illogical extreme, first stretching its formula way past the breaking point—applying it to the wacky world of competitive hairstyling—then adding a jarringly out-of-place subplot involving terminal illness. Alan Rickman and Natasha Richardson vainly attempt to maintain their dignity in the midst of mawkish sentimentality, grotesque stereotypes, and the occasional shaved-pubic-hair joke. Nobody emerges unscathed.

Time Capsule

Startup.com (Buy It!)
When future historians attempt to understand the strange Internet hysteria of the late '90s, they need look no further than Startup.com, which captures the giddy highs and crushing lows of the dot-com furor with dramatic immediacy.

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Best B-Movie Revivals

Joy Ride (Buy It!) and The Fast And The Furious (Buy It!)
Prime drive-in fare for a post-drive-in era, Joy Ride and The Fast And The Furious understood the primal power of hot women, manly men, scary trucks, and cool-looking cars. Both run out of steam, but not before delivering the sort of trashy thrills once provided regularly in a bygone era of crafty, inventive B-movies.

DVDs Of The Year

Salesman (Buy It!) and Grey Gardens (Buy It!)
The past year saw a deluge of essential DVDs, from the first season of The Simpsons to the Godfather saga, but for sheer morbid fascination, none could compete with two cinéma vérité masterpieces from Albert and David Maysles. Invaluable sociological documents as well as addictive viewing, 1969's Salesman and 1976's Grey Gardens capture two singular slices of American life—the stress-fueled terrain of desperate Bible salesmen and the memory-haunted, crumbling mansion of an eccentric mother and daughter, respectively—with a riveting mixture of empathy and voyeurism. These DVDs pile on the extras, including revelatory commentaries by the directors and interviews with some of the films' subjects.

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Scott Tobias

1. In The Mood For Love (Buy It!)
2. The Man Who Wasn't There
Critics too quick to peg Joel and Ethan Coen as smart-alecky ironists may have missed the enormous depth of feeling in The Man Who Wasn't There, a modern noir that not only references James M. Cain and Jim Thompson, but also rediscovers the existential dread at their genre's core. As a second-chair barber looking for his stake in the world, Billy Bob Thornton lets nothing show in his hollowed-out face and uninflected voice, yielding the floor to men (James Gandolfini, Jon Polito, the wonderful Tony Shalhoub) full of hot gas. But his dreams and actions speak volumes, as does the film's heartbreaking final line.
3. Audition
It was a busy year for outrageously prolific Japanese splattermeister Takashi Miike, who unspooled no fewer than five features on North American screens, at least two of which offered promotional barf bags for the faint of heart. For Miike fans, Audition's sickest joke may be the Yasujiro Ozu-like austerity of its first half, which follows a sympathetic widower as he stages a phony TV audition for the perfect bride. When the other shoe finally drops, the film explodes into a shockingly visceral and unspeakably erotic horror-show that turns his assumptions, and the audience's, on their head.
4. The River
5. Waking Life
6. Memento
(Buy It!)
7. Cure
Produced in 1997, two years after the Aum Shinrikyo religious cult carried out a sarin-gas attack on Tokyo's subway system, Kiyoshi Kurosawa's Cure smuggles a potent social allegory into a chilling and startlingly original serial-killer movie. Like a cult leader, the killer in question asserts his hypnotic will over a legion of ordinary citizens who unwittingly carry out his atrocities. More than a conventional whodunit, Cure captures the same eerie tenor of life that gripped America after the violence of Sept. 11, closing with an unsettling, blink-and-you'll-miss-it shocker.
8. Mulholland Drive
9. Donnie Darko
(Buy It!)
There were better films this year than Richard Kelly's Donnie Darko, but few with a fraction of its audacity, excitement, and sense of possibility. Coming-of-age story, mind-bending science fiction, and umpteenth suburban satire rolled into one, the film convinces most as a period piece. October 1988 is not just a crude assemblage of pop-cultural reference points; it practically courses through Kelly's veins. It's tempting to call Donnie Darko 2001's most promising debut, but who
knows if Kelly has another film left in him?
10. Ghost World (Buy It!)

The Next Five

Already sorely missed, The Shooting Gallery closed its third and final film series with Shinji Aoyama's 217-minute Eureka, a gorgeous reverie on grief and the long road to reconciliation. Todd Field's devastating In The Bedroom shows how that same grief can curdle into emotional and physical violence. Robert Altman's ferociously witty Gosford Park catches every sinister whisper in a British manor seething with class resentment. Code Unknown breaks a single scene of violence into jagged shards that cut deep into the social fabric. And there isn't a screen in the world big enough to fit the mythic giants of Michael Mann's audacious, powerful Ali.

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Performance Of The Year

Steve Buscemi, Ghost World (Buy It!)
For their perfectly realized adaptation of Daniel Clowes' graphic novel Ghost World, Clowes and co-writer/director Terry Zwigoff invented the character of a lonely, middle-aged record collector who falls victim to a cruel prank, then strikes up a friendship with the prankster. It's hard to imagine the film working without him—he breaks through Thora Birch's impenetrable cynicism and opens up a crucial rift with her best friend—and it's even harder to imagine anyone besides Steve Buscemi in the role. He draws laughs as soon as he strolls onscreen, but his sad, pallid, world-weary face reads like the ghost of Birch's future, a warning of the price that comes with being different.

Underrated

Josie And The Pussycats (Buy It!)
Critically reviled and widely misunderstood, Josie And The Pussycats was the year's most delightful surprise—a gleaming, candy-colored snapshot of corporate-sponsored youth culture and the star-maker machinery that hurls the "woo" kids from one craze to the next. The hilariously ubiquitous product placements caused many to forward a having-your-cake-and-eating-it-too argument, though the filmmakers received no money for including those products. Social commentary aside, Josie succeeds as a blissful pop fantasy, with great songs, lovable characters, and an infectious sense of fun.

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Overrated

Amelie
Delightful for one reel, exhausting at an hour, and oppressive at 125 minutes, Jean-Pierre Jeunet's Amelie is akin to being trapped on a whirling amusement-park ride that never ends. A sort of Gallic Pay It Forward, this paean to human generosity won the hearts and wallets of audiences the world over, but its mechanical whimsy shouldn't be mistaken for magic.

Worst

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The Majestic
In the battle for most shameless distortion of history, The Majestic wins out over Pearl Harbor for sheer tedium; watching it is like swimming laps in a pool filled with pancake syrup. Dispensing Capra-corn in lethal doses, director Frank Darabont (The Green Mile) drums up nostalgia for the one small town in America that stood up against the HUAC hearings at the height of the Red Scare. At the center of this bullshitstorm is Jim Carrey, the man of a thousand comic faces and a single dramatic expression: head tilted slightly upward, parted lips, eyes gazing off to some distant point, as if he's literally trying to look deeper into what's in front of him.

Future Film That Time Forgot

Just Visiting (Buy It!)
Arriving a decade late for America's brief love affair with French comedy remakes (Three Men And A Baby, Three Fugitives, Pure Luck), then shelved for another year, Just Visiting adapted the 1993 French hit Les Visiteurs for American audiences. Credit writer John Hughes with the can't-miss formula: Keep the same cast, the same crew, the same stale fish-out-of-water gags, and the same toilet humor, and add Christina Applegate.

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Most Encouraging Trend

The Puzzle Movie
Many of the year's most exciting movies—Mulholland Drive, Memento, Code Unknown, Donnie Darko, Audition, and Vanilla Sky, among others—did away with linear storytelling and followed a much snakier line of logic. While some freely experimented with time and others blurred the distinction between reality and dreams, each showed a renewed faith in audiences' ability to pay close attention and piece it all together in the mind.

Least Encouraging Trend

The Boys Of Summer
Graduates of the Jerry Bruckheimer School Of Filmmaking, the interchangeable likes of Michael Bay (Armageddon, Pearl Harbor), Simon West (Con Air, The General's Daughter, Lara Croft: Tomb Raider), and Dominic Sena (Gone In 60 Seconds, Swordfish) are now making the same awful movie three times a summer. Lording over big stars, garish sets, and nine-figure budgets, they bury simple pieces of popular entertainment in smug dialogue, overbearing sound effects, machine-gun cutting, Diane Warren-penned love themes, and a hazy look that always says, "Miller time."

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DVD Of The Year

Almost Famous Untitled: The Bootleg Cut (Buy It!)
While Francis Ford Coppola's newly bloated Apocalypse Now Redux may have served as a good argument for locking directors out of the editing room, Cameron Crowe's extended cut of Almost Famous makes a fine case for indulging them. By adding back the 39 minutes excised for the film's theatrical run, Crowe spends more time on the road and draws the key relationships into much sharper focus. Also included on the three-disc set is a warm, funny, richly anecdotal commentary track with Crowe and his mother, as well as the fabled "Stairway To Heaven" scene, axed after Led Zeppelin refused to grant the rights to the song.