20 Gone Baby Gone Ben Affleck Affleck's take on Lehane eschews the grandiosity of Eastwood's brilliant Mystic River in favor of a grittier drama more focused on detailing local environment/community and the investigative process.  It's a more modest film for sure, but still quite impressive in creating a sense of moral ambiguity that is both thoughtful and suspenseful.  Little brother Casey is nearly as good here as in his more-lauded performance in my #18 film.	19 Away from Her Sarah Polley Mental health films are typically showcases for actors to flail their bodies about and try out ridiculous accents in an attempt at forced realism.  Even with Julie Christie's Oscar nomination, I continue to stand behind this film's subtle and compassionate study of the of a woman afflicted by Alzheimer's.  Polley doesn't merely trace the effects of the disease, but the importance of memory in shaping us and providing our lives with sustained meaning.
18 The Assassination of Jesse James by the Coward Robert Ford Andrew Dominik Dominik's film effectively balances the mythical and historical - two forces within the film that are involved in a near-constant tug of war.   It suggests that myth and celebrity are not things which magically appear over a long period of time, but very much formed and shaped in the present.  The film's aesthetics embody this, blending glossy, nostalgia-tinged visuals with matter-of-fact narration that, at times, becomes obsessed with the smallest of details.  The fact that James seems to will on the inevitable assassination goes a long way in showing how legends are just as much created by participants themselves as by the press and public following their deaths.	17 Persepolis Marjane Satrapi & Robert Cotillard Persepolis creatively blends the personal and political into a touching and funny mosaic of Iranian history and the maturation of a young girl.  The brisk pace keeps things entertaining, but does occasionally gloss over aspects of her life that could use more fleshing out.  Still, Satrapi's story is engaging enough and the simple animation style makes its flourishes all the more magical.  Time and space become malleable as her memories collide with history and flow seamlessly together to form a tale that is somehow light-hearted yet full of heart.
16 The Darjeeling Limited Wes Anderson While many people see Anderson's career as repetitious and the outputs following the law of diminishing returns, I see him as a director returning to his pet themes, creating little worlds in the same universe, but with different orbits, rotations and what-have-you.  In other words, he's a freakin' auteur, so I honestly don't see the problem!  Anyway, despite considering Darjeeling a "lesser" Anderson film, I still greatly admire it's depiction of wounded men trying to find peace through forced spiritual enlightenment.  I mean, what's more American than searching for unity and deeper meaning on a tight schedule while performing rituals almost entirely divorced of meaningful cultural context?	15 Quiet City Aaron Katz   Katz's urban drama is notable for its lack thereof, relying on a series of carefully observed conversations to develop the central relationship rather than contrived situations.  As much as I love the pure romanticism of Linklater's Before Sunrise/Sunset, it's refreshing to see a relationship begin not on train going through Europe, but a cold, uninviting parking garage.   The dialogue has a naturalistic flare, but the film's beauty is its ability is in the way gestures and what the characters don't say come to define their relationship more than anything else.  For all the slack mumblecore has taken, this, along with Bujalski's film give more insight into modern relationships than just about any other films out there.
14 Zodiac David Fincher By front-ending the film with the Zodiac's murders, Fincher essentially gets his audience-pleasing out of the way with a full two hours to spare.  The rest of the film is an increasingly obsessive search for truth and closure which becomes more elusive even as the characters put more pieces of puzzle together.  Essentially, Fincher posits that truth is not a matter of fitting all perspectives together to determine one great objective truth (like bullshit films like Vantage Point will happily have you believe), but an incomplete puzzle with infinite combinations; none of which will ever give you the whole picture.  It's as much his Blow Up as his All the President's Men.	13 Private Fears in Public Places Alain Resnais Resnais has always had a fascinating way of expressing his novelistic tendencies in very cinematic ways.  His recent film is no exception, taking various urban tales and uniting them through the motif of, highly artificial, snow while also dividing them, like separate chapters in a book.  The stories are embued with the comedy and tragedy that is inherent in shared spaces, both public and private.  His use of artifice is not used to magically thread all the narratives together, but highlight the artificial aspects of our surroundings as well as their importance in shaping our daily interactions and relationships with one another.
12 Redacted Brian De Palma Redacted is less about showing us the kinds of images the media wouldn't dare than the illusory nature of truth and the deceptive nature of self-mediated media. DePalma isn't making the film simply to show an act which lends support to any anti-war campaign, he's forcing us to acknowledge the multiple truths surrounding any one story. It has a clear, relatively simple story arc, but it's the way that it's told that clearly holds DePalma's (and my) interest. He's less concerned with story than discourse itself and the ways it can both manipulate and be manipulated. Some critics have complained about the fact that it never coheres to one clear viewpiont, but that's precisely the point.	11 Ratatouille Brad Bird Congrats to Brad Bird for finally breaking Pixar's 7 year drought of mediocrity.  They've finally ditched the approach of pandering to children and simply realized that beautiful animation and a sharp scriptare priority numero uno.  Once Remy's on his own, the film becomes a pure delight to watch.  But for all its entertainment value, what I appreciated most was the depth of every character and that even the more archetypal ones were rendered with a complexity that is rare in American animation.  Even the villain, Anton Ego, who is painted as a typical snobby critic is shown to have a deep connection to and love for food that led to his expecting so much from chefs.  Add to that Remy's love interest who simply abandons him is his moment of need and you get a film that's sweet and delightful on the outside, yet not afraid to allow its dark uncurrent to surface when deemed appropriate.  Let's hope that Pixar doesn't douse the torch Bird has created with this film.
10 Paprika   Directed by Satoshi Kon	As much as I love Ratatouille, there's something in the nature of Paprika's seemingly endless simulacra of thin realities than I personally find a bit more invigorating.  Endless permutations are constructed as we follow Kon down the rabbit hole, tearing through screens of false realities to the point that we become more lost than the characters.  Kon seamlessly blends dreams with realities, both real and virtual, to the point where identity and meaning are rendered inert.  Its post-modern concerns are embedded within its structure and it uses its central mystery as a way of exploring our engagement with cinema and technology and the danger of losing touch with the "real" in the midst of seemingly infinite copies.
While I'm still not entirely sure how I feel about the films final half-hour, the first two-thirds is absolutely invigorating and entirely successful in building a complex web of moral quandaries that intersect with the crew's various personal concerns.  For a sci-fi film as big, broad and far-reaching as Sunshine, Boyle is remarkably efficient, beginning the film in space and bypassing the pointless exposition that always bogs down the first acts of these films.  While the characters are at times a bit too archetypal, the way he makes traces the various ways the mysterious power of the sun affects the crew members allows the film to approach philosophical concerns such as faith vs. science through visual motifs and natural character interactions.  It seamlessly shifts between the visceral and the thoughtful in ways that only the best of the genre can.  I was never terribly impressed by Boyle as a filmmaker, so the fact that he not only made a film I like, but one that cracked the top ten is certainly one of the most pleasant surprises of the year.	9 Sunshine Directed by Danny Boyle
8 The Diving Bell & The Butterfly Directed by Julian Schnabel	I'll admit that the material here isn't challenging if you're looking for something laced with political subtext or full of philosophical depth, but the formalist techniques alone make this one of the year's most engaging and rewarding films. The extended use of the first-person camera is particularly impressive not only for how it places the viewer in the trapped mind of the protagonist, but how these extended sequences work in congruence with the scenes shot "out-of-body". Along with the fascinating personal story (which could easily remain safe and predictable in the hands of a hack), this interplay between the protagonist's and viewer's paralysis actually works quite brilliantly. His horniness adds a layer of scopophilia, allowing the film to become a wonderful sort of free-flowing combination of the fears, dreams, desires and frustration that reflect the mindset of Bauby by transferring it to, or more accurately into, the viewer. It uses its formal techniques not for showmanship or gimmick, but as a means of interacting with the viewer and playfully, yet meaningfully, connecting our own experience of watching in silence to that of the protagonist.  It's no mistake that Schnabel filled the screen with jaw-droppingly gorgeous actresses whose glances evoke not simply a genuine care, but seemingly stimulate Bauby into movement or speech of any kind.  Outside of porn, direct looks into the camera have rarely been used so explicitly for sexual stimulation, yet here it allows us to feel his frustration of complete impotency along with our own inability to penetrate the screen. The sensual nature of these glances and the sexual energy they carry are no mistake and are more valuable than the simplistic audience connection devices that other criticsf have reduced them to.
Remarkably efficient for a 2 1/2 hour period piece, because Ferran avoids the typical impulse to set the story in a broader social context or pause for more than a few seconds to allow us to grasp the skepticism/disdain certain people in the town may feel towards Lady Chatterley.  Instead, the focus remains on her sexual and emotional awakening as well as that of her lover.  The various sex scenes, each of which is its own beast and shot in subtly varied styles, act somewhat like chapter breaks, charting their increasing comfortability with their own bodies and that of their lover.  Ferran's use of nature is very much in line with D. H. Lawrences sensual modernism, yet unlike so many period pieces, he avoids simply allowing it to act as a stunning visual backdrop.  While not as rigorous as Bresson, his editing patterns combined with segmented shots of bodies interspersed with the surrounding natural world allow simple movements and gestures to operate on a similar, purely spiritual level.  The subdued performances, particularly that of Marina Hands, and rare use of music in favor of heightened natural sounds give the film the feel of a quiet storm, slowly building like the love between the two protagonists.	7 Lady Chatterley Directed by Pascale Ferran
6 Time Directed by Kim Ki-duk	I can now officially say there's no working director who leaves me more conflicted than Kim Ki-duk.  He's made two films I despise (The Isle, The Bow), one I dislike (Samaritan Girl), one I'm indifferent about (Spring, Summer, Fall, Winter...and Spring), one I like (3-Iron), and now, finally, one I can completely embrace.  Kim finally drops the silent protagonist schtick here and while he's far from a master of dialogue, it does wonders for the film in allowing the characters to meaningfully play off one another as people, rather than symbols.  Of course, this one still includes some heavy-handed symbolism, but even the stairs that seemingly extend to eternity contain a wonderful dual meaning as it relates to the nature of long-term relationships.  It stretches far off into the distance (as it appears to the viewer), but in reality, the stairs go only so far before dropping you into the abyss.  It is these types of dual meanings and perspectives that Kim explores in the film's central relationship - the misunderstandings and insecurities that lead to existential and identity crises as people struggle to remain true to themselves, to the vision their partner has of them, and the vision they think their partners has of them.  And for once, Kim's male protagonist is nearly as nuts as his female one.
Burnett's film captures poverty through its mundane details and the sensations of the characters interactions with their environment.  There's no melodrama or tragedy as adults mindlessly perform their daily tasks and the children try their best to kill boredom amidst the surrounding dirt and rocks.  His watchful eye allows these mundane moments to organically transform into the poetic and moving by naturally capturing the simple sensations of their simple daily routines.  The sort of things that would normally be considered throw-away details  - a hand rubbing across a back, a warm cup of coffee against a cheek, a broken engine left in the middle of the road - become the very fabric that defines their existence.  Burnett captures a milieu where pain and suffering is a given and characters struggle to wring even the smallest fragments of joy from anything they can.	5 Killer of Sheep Directed by Charles Burnett
4 No Country for Old Men Directed by Joel & Ethan Coen	With all the fuss over the great performances in the film, let's not overlook the direction and cinematography.  I suppose it's a given that their film looks fantastic, but not since Blood Simple has their camerawork simultaneously evoked such meaning and suspense.  Just as Chigurh moves throughout the film as an unstoppable arbiter of fate, so does the camera take on a sense of constant momentum and movement which drives the film's narrative and even, if only for a few moments, overpowers the beastly Bardem.  As supernatural as he seems throughout, it becomes evident that even he is merely pawn in the larger scheme of things.  Fate may exist, say the Coen's, but maybe it's yet another manmade construct to help us cope with the vast chaos of the universe?  Perhaps the modern world needs Chigurh's, if only to temporarily fool us into believing there is a distinct order to things.  Good thrillers are rare enough, but only the Coen's could deliver a philosophical thriller of the highest order.
There has been no greater surprise in cinema this decade than the abrupt rise of Korean cinema.  From the critically renowned festival favorites Hong Sang-soo and Lee Chang-dong to the controversial (and until Time, wannabe badboy misogynist) Kim ki-duk and the populist Park Chan-wook, they're a national cinema with something for everyone.  After hearing about The Host, I set aside my general ambivalence towards monster movies and went in expecting something offbeat and entertaining.  To my surprise, I got a film that uses the monster merely as a starting point for the directors larger concerns of political culpability (that's also unafraid to point fingers at the press and public), surrogacy and the struggle to cope with disaster.  Much has been made of its tonal inconsistency, but its ability to shift from the personal to the political, the horrific to the amusing and the serious to the absurd is its greatest asset.  It's a film with high ambitions, but it doesn't let that get in the way of it remaining the most purely entertaining film I saw in 2007.	3 The Host Directed by Bong Joon-ho
2 I'm Not There Directed by Todd Haynes	Coming from Todd Haynes, it's not surprising that I'm Not There is more of deconstruction of the biopic and the inability of cinema to pin down something as complex and ever-shifting as identity within the constraints of a traditional narrative arc.  Haynes is as playfully self-aware as ever, comically layering actual and fictional events, taking us into films within the film to suggest the impossibility of differentiating between the "real" Dylan and the mystique as filtered to us through the media.  Using a plethora of cinematic techniques and styles, Haynes slices and dices the man and myth into a million post-modern shreds, puting them back together into some sort of montage of shape-shifting identities.  The notion that all 6 actors are Dylan yet none are Dylan is crucial to his central thesis; that fame and celebrity thrives on the packaging of the individual into something broad and accessible, while the true nature of identity remains constantly in flux.
For five long years I've awaited the return of PTA after his "untitled Adam Sandler project" taught me to never again doubt the man's skill and ambition despite how absurd or ill-suited a future project may seem.  While here it was a given that we were going to get one hell of a central performance, it was quite unexpected to get an intimate character study delivered in the form of a sprawling epic.  Anderson subverts the American western, but unlike Altman's McCabe & Mrs. Miller, which charted the various social and political forces seeking to destroy the assertive, entrepreneurial individual, he embodies both sides of that equation in a single, self-destructive beast of human being.  Anderson's soon-to-be, if not already, legendary protagonist, Daniel Plainview, has an unquenchable thirst for land, oil and, yes, of course, milkshakes, and once his all-consuming greed squanders everything the natural world has to give, he can only appease his appetite by devouring everyone who ever was or will be in his way.  Somehow, he functions equally well on a metaphorical level as he exchanges blows with his religious counterpart, Eli, whose backhanded methods serve as a constant reminder of Plainview's own deceptiveness and lead to an elevated self-loathing that finally brings fruition to the promise of the title.	1 There Will Be Blood Directed by Paul Thomas Anderson