10. Beavis & Butthead Do America: It's fun, it's stupid. Love 'em or hate 'em, but in their first movie they become something I never expected: endearing.

9. Trainspotting: So expertly made that people thought it starred actual heroin addicts. More than a "drugs bad" picture, it's an unflinching look at people stuck, literally and figuratively, in the gutter.

8. Jerry Maguire: What a pleasant surprise! It's the first sophisticated romantic comedy of the nineties, and the role fits Tom Cruise like a glove; he hasn't been this engaging playing (essentially) himself since Risky Businesss.

7. The English Patient: The disfigured Count Almasy recounts his love affair with a British aristocrat while holed up in a monastery with a Canadian nurse. Fine performances, beautiful photography, compelling storytelling.

6. Bound: A terrific thriller that I underrated back in October. It's the most fun I had at the movies this year.

5. Hamlet: Another pleasant surprise. Not so much a movie as an event, a four-hour, 70mm spectacle. It's a messy, ambiguous reinterpretation of Shakespeare's play, but it's performed and directed with such gusto that I gained new appreciation for--and understanding of--the Bard's timeless tale.

4. Secrets & Lies: A black woman searches for and finds the white woman who gave her up for adoption, only to become enmeshed in her dysfunctional family's problems. Director Mike Leigh achieves a frighteningly naturalistic tone with his actors; it all looks and feels and smells like real life.

3. Swingers: Guys ("Bears") cruise for women ("Bunnies") in Los Angeles. A plotless, hilarious film about eternal boys searching for happiness and carving a lifestyle around that. Kudos to writer-star Jon Favreau, who now has a contract with Disney.

2. Jude: So sad this treasure was ignored. Perhaps its grim tone turned audiences off. Perhaps love stories about stonecutters of the 1800s turn audiences off. Whatever the case, it's a poetic, haunting, thinking person's tearjerker.

1. Fargo: What, you thought I would say Independence Day? The Coen Brothers (Raising Arizona) have done it again: amazingly, the public at last accepted their rich blend of dark humour and beautiful filmmaking. These guys truly are great American artists. Look for Frances McDormand at the podium come Oscar time.