1. Maria Full of Grace
First-time feature director Joshua Marston and first-time actress Catalina Sandino Moreno gracefully transcend what could have been a cliche -- a young Colombian with few options gets involved in transporting drugs. There's nothing overdone or over-the-top in what might have become an overwrought drama.
2. Hotel Rwanda
Irish director Terry George ('In the Name of the Father') has trained his politically charged eye on the Rwandan ethnic genocide of the '90s to make the most searing portrait of the year. Don Cheadle plays Paul Rusesabagina, a Hutu who saved the lives of more than 1,000 Tutsis, and his performance is flawless.
3. Metallica: Some Kind of Monster
While documenting the recording of a Metallica album, lucky filmmakers Joe Berlinger and Bruce Sinofsky happened upon the most dramatic period in the band's history: singer James Hetfield checking into rehab and the subsequent awkward readjustment period. A fascinating glimpse into the machinations of rock-star psyches.
4. Fahrenheit 9/11
OK, so it didn't get Bush defeated. And it's not exactly objective. (To be fair, has Michael Moore ever claimed to be objective? He insists that the facts he presents are accurate, but last time I checked, "accuracy" and "objectivity" are entirely different things.) What it is: A smart, incendiary film that dared to question a President during wartime.
5. In Good Company
Dennis Quaid is winning as a family man whose career is thrown off track when a giant corporation buys the magazine he works for. If there were any justice in the world, he'd get a supporting actor Oscar nod. But if there were any justice in the world, Michael Moore wouldn't be the least popular man in the U.S., so I'm not holding my breath.
6. Harry Potter and the Prisoner of Azkaban
Director Alfonso Cuarón brings a new, darker energy to the series, making this the first truly great on-screen installment of the mega-selling books. Harry faces down the horrors of Dementors gunning for him, Sirius Black escaped from Azkaban -- and, scariest of all, adolescence.
7. Shaun of the Dead
For anyone who thinks zombie movies take themselves a little too seriously, here's the perfect antidote. Even if you don't, this is a pretty-close-to-perfect little comic gem. The deadpan humor of 'The Office' plus the apocalyptic vision of '28 Days Later' equals 'Shaun of the Dead.'
8. Spider-Man 2
Sam Raimi outdid himself with the rare sequel that not only lives up to its predecessor but surpasses it. It's a popcorn movie with a soul, a love story masquerading as an action flick. Tobey Maguire makes us believe the ambivalence of his superhero-slash-average Joe. Can't wait for No. 3.
9. DiG!
If Metallica has figured out how to make it in the music biz, then at the other end of the rock-star spectrum must be Anton Newcombe, the self-destructive lead of the cult hit group the Brian Jonestown Massacre. This compulsively watchable docu follows the multifaceted implosion of BJM and modest success of onetime pals the Dandy Warhols.