1 Sideways directed by Alexander Payne The poet of passive aggression wraps his arms around his most fully realized characters to date, and offers the best-ever defence of Pinot Noir.
2 Spring, Summer, Fall, Winter and Spring directed by Kim Ki-Duk Kim's mountain Buddhist story is graceful, sexy and punishing. All my favourites.
3 Vera Drake directed by Mike Leigh As entertainment it's a damp biscuit, but Leigh's abortion drama is typically precise and bravely stripped of both hope and rage.
4 The Motorcycle Diaries directed by Walter Salles After Central Station, Salles perfects the South American road movie and elevates Che Guevara beyond myth to humanity.
5 Kinsey directed by Bill Condon Professor Kinsey's message of sexual diversity in America is no less radical 50 years later. Condon's master stroke was to wrap that message in biopic flannel.
6 IN THIS WORLD directed by Michael Winterbottom Afghanistan to Britain on $0 a day. A road movie with real-world migrant stakes - life or death.
7 Before Sunset directed by Richard Linklater It's Julie Delpy breaking down in the minivan, then finishing us off with a whiff of Nina Simone. It's the raw pleasure of talk as sex.
8 Dogville directed by Lars Von Trier Staging American parochialism on a chalked-out soundstage in Denmark took balls. But it took skill to punch through that conceit and generate emotional heat.
9 Hero and House of Flying Daggers directed by Zhang Yimou Zhang's double-bladed entry in the high-flying wuxia genre out-thrilled the Kill Bills and deserves to be watched as one long orgy of colour.
10 Mean Girls directed by Mark S. Waters Smartest, sharpest popcorn movie of the year. Tina Fey's script took a Lindsay Lohan confection and stirred in a helping of social anatomy.
Five surprises: Khamosh Pani, Friday Night Lights, Maria Full Of Grace, Good Bye Lenin!, The Door In The Floor