The 100 Best Movies Streaming on Amazon Prime (2015)

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Tens of millions of people subscribe to Amazon Prime, but not every member takes advantage of the deep and wide-ranging catalog of free movies available on the streaming service. Part of that may be due to the daunting task of finding something good among the 16,323 titles on offer. We’ve separated the wheat from the chaff in this list of our 100 favorite movies streaming for free on Amazon Prime Instant Video. It includes just about every genre imaginable, so we’ve also provided our take on what makes these movies great.

100. Broken English

Year: 2008
Director: Zoe Cassavetes
Director Zoe Cassavetes has some impressive family ties. Her mother, Gena Rowlands, who plays a supporting role in Cassavetes feature debut Broken English, is one of cinema’s most accomplished actresses. And Zoe’s late father was the talented John Cassavetes whose acting, writing and directing made him one of the most creative forces in Hollywood. Those are some big shoes to fill, but dad would be proud of her first sit down in the director’s chair. The film follows the humdrum life of Nora Wilder (Parker Posey), a thirty-something, still-unmarried New Yorker who drinks too much and regularly makes questionable choices in men, much like a modern day Mary Tyler Moore. Her mom, played by Rowlands, digs at her for letting her best male friend (Tim Guinee) marry her best female friend (Drea de Matteo) instead of Wilder. Her dead-end job further depresses her until she unexpectedly meets Julien (Melvil Poupaud), a happy-go-lucky Frenchman with whom she warily begins a relationship. While the script takes too long to establish and develop its characters, the performances sparkle throughout. In Posey, we see her wariness and vulnerability change to indifference and back to insecurity and eventually to a peaceful strength.—Tim Basham

99. Sound City

Year: 2013
Director: Dave Grohl
Sound City is about more than a piece of recording equipment. It’s the story of Fleetwood Mac. It’s the story of Tom Petty and the Heartbreakers. It’s the story of drum tones and ’80s hair metal and Nevermind and Johnny Cash’s recordings with Rick Rubin. It’s a sprawling documentary that laments what’s been lost in analog recording without ignoring the benefits of technology. And as the legendary board leaves its original home and lands in Grohl’s studio, the documentary shifts to a celebration of studio magic. Grohl invites musicians like Rick Springfield, Stevie Nicks and Paul McCartney to join him in the studio and make new music. In one of the best moments of any film I saw at Sundance, Grohl and McCartney are in the midst of a particularly great jam, and Grohl turns to Sir Paul saying “Don’t you wish it was always this easy?” Macca looks at him and says, “It is.”—Josh Jackson

98. John Dies at the End

Year: 2013
Director: Don Coscarelli
Freewheeling, gleefully meta sci-fi/horror/comedy John Dies at the End opens with a most appropriately gory allegory on the nature of reality. It functions as both wisdom and warning to the audience, but it’s disarmingly funny enough to appeal to those who would otherwise be deaf to its frequency. Cult favorite director Don Coscarelli knows which way to twist the knobs and navigate through the static of mindfuckery that follows. We meet Dave Wong (Chase Williamson) and John (Rob Mayes) as they’ve already begun flexing some established paranormal cred in a Ghostbusters-ish partnership. (SPOILER ALERT: One of these affable louts may or may not die.) Paul Giamatti plays a skeptical journalist (and loose framing device for the fragmented tale) who, in interviewing Dave, becomes slowly drawn in to Dave’s story of inter-dimensional invasion, a talking dog, a seriously phantom limb, and a bratwurst with a direct phone line to the dead. Coscarelli’s film functions as affectionate homage to the horror material from which it draws its inspiration. Defiantly strange, John Dies at the End should be a cult classic for the sci-fi/horror gang, as well as midnight tokers. For everyone else, John Dies at the End should serve as a perfect addition to their Halloween movie marathon.—Scott Wold

97. A Cat in Paris

Year: 2010
Directors: Jean-Loup Felicioli, Alain Gagnol
The beautifully drawn panorama of the city at night is what first catches your eye as A Cat in Paris begins, and the fast-paced, action-packed story keeps you enthralled throughout the entirety of the film. The story follows a cat who leads a double life, living the typical, pampered existence as a young girl’s pet and companion during the day and moonlighting as a cat burglar’s sidekick (pun definitely intended) each evening. The story incorporates themes of loss, friendship, moral standards and the search for truth, while bringing the cat’s owners together in a delightful, if not somewhat predictable turn of events as the story unfolds. A Cat in Paris is definitely a great movie for the whole family to watch; funny, sweet, visually striking, suspenseful, captivating and overall simply trés bien.—Ann-Marie Morris

96. Troll Hunter

Year: 2010
Director: André Øvredal
There’s no denying that at its beginning, Troll Hunter seems like another Blair Witch Project knock-off. The first 20 minutes show us a young camera crew investigating some unexplained bear deaths and a suspicious man who may be poaching them. But rather than drawing out the mystery, it takes a sharp turn and tells us matter-of-factly that of course it was trolls killing the bears, and not only that, here’s one of them ready to bonk you on the head. The titular Troll Hunter extraordinaire is played by the affable comedian Otto Jespersen, who brings the entire monster premise to an entirely different level through his nonchalant attitude. In every sense, Troll Hunter lives up to its ridiculous name and premise.—Sean Gandert

95. Submarine

Year: 2011
Director: Richard Ayoade
The blueprint of the teen coming-of-age dramedy is so well-worn that freshening it up feels somewhat daunting. But Submarine, the directorial debut of The Mighty Boosh troupe member and music video helmsman Richard Ayoade, goes all-in on awkwardly oblivious narcissism and couples the story of young Oliver (Craig Roberts) with striking visual sensibility. It doesn’t feel too generous to identify French New Wave cinema as one of Ayoade’s influences, but he’s just as much a student of Godard, Chabrol, and Truffaut as he is of Wes Anderson, Hal Ashby, and J.D. Salinger. Oliver has a plan for getting himself through school, including losing his virginity, but nothing ever really goes according to plan when you’re socially graceless and an ass to boot; there’s also the matter of life, which does what it wants regardless of the schemes and intentions you concoct for yourself. Submarine captures the caprice of Oliver’s formative years with great vibrancy and greater truth.—Andy Crump

94. Tucker & Dale vs. Evil

Year: 2011
Director: Eli Craig
Let’s face it, hillbillies and their ilk have been getting the short end of the pitchfork in movies since the strains of banjo music faded in 1972’s Deliverance. And whether due to radiation (The Hills Have Eyes) or just good old determined inbreeding (Wrong Turn and so, so many films you’re better off not knowing about), the yokel-prone in film have really enjoyed slaughtering innocent families on vacation, travelers deficient in basic map usage skills, and, best of all, sexually active college students just looking for a good time. But fear not, members of Hillbillies for Inclusion, Consideration & Kindness in Screenplays (HICKS)—writer/director Eli Craig has your hairy, unloofahed back. His film, Tucker & Dale vs. Evil, answers the simple question: What if those hillbillies are just socially awkward fellows sprucing up a vacation home and the young college kids in question are just prone to repeatedly jumping to incorrect, often fatal, conclusions? Think Final Destination meets the Darwin Awards.—Michael Burgin

93. God Help The Girl

Year: 2014
Director: Stuart Murdoch
God Help the Girl is like a pop song that is a bit unshapely and a little silly, but you can’t get it out of your head. It is an ode to the wild-eyed dreams of youth, when the impractical and whimsical still seem possible and important. In other words, it’s about starting a band. As the masterful pop songsmith behind Belle and Sebastian, Stuart Murdoch has always shown a flare for storytelling. His songs are filled with outcasts and rebels eager to take on the world, or at least find a little peace in it. It’s only natural that his filmmaking debut is at once madcap and melancholy. Serving as writer, director and songwriter, Murdoch sometimes seems to fling everything he can think of at the screen, but there’s no faulting his enthusiasm. The film takes place over a summer in Glasgow, during which Eve makes a couple friends and gradually starts a band. The narrative doesn’t take on a tidy band-forms-and-takes-over-the-world structure. But God Help the Girl is as much about youth and friendship as it is about music. Murdoch imbues the film with a sort of nostalgia for the present. Life won’t ever be perfect, but there are a moments of perfection just waiting to be achieved, whether through lyrics and melody or a well-timed embrace. The question is whether we’ll let them happen.—Jeremy Mathews

92. Shivers

Year: 1998
Director: David Cronenberg
Shivers is quintessential David Cronenberg, the first in a long series of films that had audience members asking “What the hell is wrong with this guy, anyway?” Everything that freaks him out has just been ripped from the director’s subconscious and placed on screen—powerlessness, apathy, invasion of the body by outside forces. This nihilistic horror story revolves around a parasite that drives its hosts wild, causing first uncontrollable sexual desire and then extreme violence. The film is quite literally an orgy of violence, shot in a dark, grainy, unclean visual aesthetic that Cronenberg made into a signature. It’s as icky as it is captivating. As the narrator says in the closing moments of Shivers’ original trailer, “If this picture doesn’t make you scream and squirm, you’d better see a psychiatrist.”—Jim Vorel

91. The Newton Boys

Year: 1998
Director: Richard Linklater
Between 1919 and 1924, the Newton Gang—a family owned and run operation based in Uvalde, Texas—robbed over 80 banks and six trains, sparing bloodshed in their outlaw ventures. The sibling quartet—Willis, Wylie, Jess and Joe—cut their legend from the same cloth as Jesse James and Butch Cassidy, sharing more in common with the latter by virtue of their humanitarian ideals; theft is one thing, but killing people is another entirely. Maybe that’s what drew Richard Linklater to the four brothers and their exploits when he cobbled together his 1998 heist flick, The Newton Boys. Today the film feels like an anomaly in his body of work, a straight-up genre exercise that sticks out like a sore thumb against the vast majority of his catalog. But a steady glance into the rearview reveals a movie that only Linklater could have made. The Newton Boys is a portrait of youthful angst and unrest, couching Willis’ motivations to live a life of crime in his own societal frustrations. If it’s an overlooked, lesser entry in his filmography, it’s also just as important to defining him as a narrator as his best received and most widely hailed offerings.—Andy Crump

90. The Hunter

Year: 2011
Director: Daniel Nettheim
Pensive and patiently paced, The Hunter is the story of an outsider in a perilous world where, amid a mission of crime, he entangles himself in the lives of a woman and her children, experiencing love and compassion for perhaps the first time. By film’s end, the tale has become a grand and gripping moral dilemma that plays out not as poetic justice but, instead, as divine grace. A grave and grizzly Willem Dafoe plays the outsider—the Hunter—a loner named Martin hired by a pharmaceutical corporation to track down the last Tasmanian tiger. Martin, a skilled and ruthless marksman, takes the job like any other, but upon arriving on the Australian island of Tasmania, he realizes that something isn’t right: The family with whom he stays suffers in the aftermath of their father going missing. The island stands divided between greenies and loggers. The locals threaten his life. Given the premise and setting of The Hunter, Nettheim has every opportunity to turn his film into a political lecture about the preservation of nature; instead, he keeps the environmental issues secondary and focuses on the story at hand. The Hunter showcases Nettheim’s ability to tell a story effectively, grounding it in humanity, while also exhibiting the director’s real sense of scale visually, as he brings his tale to the screen with magnificence and grandeur. Excitingly, the young director also emerges as an optimist, giving us a buoyant and riveting finale.—David Roark

89. Adventureland

Year: 2009
Director: Greg Mottola
Adventureland is a part of a long tradition of autobiographical coming-of-age stories. It’s reasonable to assume these stories remain so popular because they’re personal to filmmakers, but curiously, the actual movies are almost all the same—quirky caricatures of youth spliced with the usual awkward rites and first loves. Together they create a fantasy of shared adolescent experience that’s easy to embrace, especially since it usually ends with a smooth welcome into the future. Adventureland does not break from this, and yet it feels special—light, easy to like and more forthright than one would expect. Set in 1987, when writer-director Greg Mottola was the same age as the characters, the movie considers James (Jesse Eisenberg), a recent college grad whose plans for a European summer morph into a season at the eponymous local park. The stock population is all there: the unhinged boss (Bill Hader), the nerdy sage (Martin Starr) and, of course, the kindred soul (Kristen Stewart). Booze, hash brownies, malicious elders and romantic entanglements complicate things, but not by much. Mottola made Superbad, a very funny movie that became a phenomenon, but he insists on a more modest approach here. The movie works harder to suggest a mood than it does to get laughs, and that’s no small thing, especially since its writer-director spent a decade under the influence of Judd Apatow. On the way out of Adventureland, there may not be any eminently quotable lines or gags, but there is the rare sense of satisfaction that comes from a story told through careful, patient eyes.—Jeffrey Bloomer

88. The Grifters

Year: 1990
Director: Stephen Frears
British director Stephen Frears does a marvelous job of adapting one of the toughest hard-boiled nuts to crack, mid-1900s novelist Jim Thompson, in this pulpy oedipal neo-noir. John Cusack sheds the last remnants of his Say Anything teen-star sincerity as Roy Dillon, a slick but stupid young con artist. He thinks he’s smarter than chemical blonde mom Angelica Huston, an odds fixer at the track who oozes calculation with every utterance of “Los ANG-guh-LEEZ,” and hustling girlfriend Annette Bening, a newer version of dear old mum on the hunt for her own long game. The shitshow of Freudian damage and deception, penned for the screen by Donald E. Westlake, is unsettling even by Thompson standards. Frears and his core triangle of actors—restrained but revelatory, all—keep the one-upsmanship taut, the better to let Thompson’s subversive, straight-up HAM gender dynamics and festering worldview have their way. (Pat Hingle, Stephen Tobolowsky and the late, great J.T. Walsh are other casting masterstrokes.) You can almost smell the putrid yellows and browns of Roy’s apartment—with its too-obvious clown paintings—and L.A. at large. When trouble is a gut punch—or an unwanted child, pick your stomach ill—you know things aren’t gonna end well.—Amanda Schurr

87. House on Haunted Hill

Year: 1959
Director: William Castle
We’ve hit a few William Castle features on this countdown, but House on Haunted Hill is the guy’s masterpiece. It’s got it all: Vincent Price at his goofiest, a big spooky house, a mystery and a profoundly non-frightening walking skeleton. The gimmick this time around was referred to by Castle as “Emergo,” and it amounted to a plastic skeleton on a pulley system being flown over the audience—not his most creative, but shameless enough that only Castle would stoop so low. To me, this is the quintessential 1950s horror film, even though it comes at the end of the decade. It’s totally tame by today’s standards but has some fun, over-the-top performances, a bit of witty dialog and a large helping of cheese. I can watch this thing over and over without getting tired of it.—Jim Vorel

86. Tootsie

Year: 1982
Director: Sydney Pollack
Can you imagine how audiences and critics might react to Tootsie if it came out in theaters today? Sydney Pollack’s film plays with gender roles and layers its portrait of an actor going full-drag with gay panic for giggles. You can just picture this film getting lambasted in 2015 for making a joke out of homophobia and for having the gall to ask viewers to sympathize with the plight of an actor who has to dress as a woman to find work. But the reason Pollack’s 1982 classic endures is because of its compassionate heart. This is a kind, empathetic movie that puts its hero, Dustin Hoffman’s cranky perfectionist thesp Michael Dorsey, in the shoes of his female peers to teach him (and us) a lesson, not to make snide jokes at the expense of the opposite sex. The humor is never mean-spirited; the message is rarely pompous, though when it is, that’s meant to be part of the point. Tootsie’s sharp comedy makes it a great piece of entertainment, but it’s the film’s sincere sensitivity that makes it timeless.—Andy Crump

85. Listen Up Philip

Year: 2014
Director: Alex Ross Perry
The creative elite of New York are always a prime target for satire—so much money, yet so much malaise—but they’re rarely hit as mercilessly as in Alex Ross Perry’s Listen Up Philip. The film, Perry’s third feature as director, centers around a young writer who is such a miserable human being that you have to wonder if any measure of success would make him happy. In fact, you have to wonder if he is anything more than his misery. His story isn’t about mastering the art of the novel, but about utterly failing at the art of living. As we watch his story unfold, each laugh brings a deeper sense of bleakness, a deeper shade of tragedy. Jason Schwartzman stars as the title character, giving one of his best performances in years—or ever—as an up-and-coming literary star who happens to be an angry, sulky, self-centered son of a bitch. That his girlfriend, Ashley (Elisabeth Moss), manages to put up with him for more than a day illustrates both her power of perseverance and her willingness to be put upon, which together paint her as a paradoxical figure of both great strength and shameful weakness. Perry’s sensibilities may not inspire wide appeal—even kindred spirits like Noah Baumbach and Woody Allen make more effort to redeem their characters—but his work isn’t meant to let anyone off easy. With his accomplished cast in fine form, he pulls laughs from the most uncomfortable situations, and Philip thrives in wry observations, clever dialogue and a distinct visual instinct.—Jeremy Mathews

84. Locke

Year: 2014
Director: Steven Knight
Whether or not you buy into Locke—an 85-minute movie in which Tom Hardy spends 99% of the time driving and talking on the phone—as a thrilling and daring cinematic experience will depend greatly on how much you’re able to invest in the character of Locke himself. Because while Locke strikes some interesting notes as an exercise in minimalist filmmaking, it fails to deliver the full-fledged symphony that would make it a true triumph. Despite the choice to employ a rather inexplicable Welsh accent, Hardy’s performance is never less than genuine, which ensures even the most hackneyed moments are at least somewhat affecting. And the film’s hypnotic visual style, a sleek evocation of the experience of cruising down a highway at night, successfully conjures a seductive power similar to the night driving sequences in Nicolas Winding Refn’s Drive. Yet, all of it essentially boils down to a white guy dealing with a midlife crisis, and that’s a rather banal engine for such an eye-catching vehicle.—Geoff Berkshire

83. Spring

Directors: Justin Benson, Aaron Moorhead
Year: 2015
One part philosophizing travelogue, one part visceral Body Horror, it’s tempting (and easy) to call Spring a case of Richard Linklater meeting David Cronenberg. Fine company to be associated with, sure, but the comparison points only to fairly superficial components. Tonally and spiritually, the film has much more in common with Spike Jonze, which is a damn sight more difficult trick to pull off. The love story at the center of Spring is mysterious, funny and often poignant—a tough enough thing even to describe, let alone commit to film. Like Jonze’s Her, Spring is, ultimately, a bracing, mature examination of the conditions placed on love, and the emotional walls erected when those conditions seem so unique a challenge.—Scott Wold

82. Exit Through the Gift Shop

Year: 2010
Director: Banksy
When renowned graffiti artist Banksy took the camera away from the man shooting his biopic and decided that the subject would become the documentarian (and the documentarian, the subject), the zaniest doc in years was born. Was it Banksy’s own attention and the pressure of the film that motivated Mr. Brainwash to become an international sensation in his own right, with his inaugural show in Los Angeles becoming the largest and most profitable in street-art history? Or was the artist born, not made? Or is his whole career just part of the whole huckster atmosphere of the film? Banksy’s not saying. But it’s certainly a wild ride to watch.—Michael Dunaway

81. Meek’s Cutoff

Year: 2011
Director: Kelly Reichardt
Kelly Reichardt continues the Oregon exploration she began in Old Joy and Wendy and Lucy, but this time the exploration is more literal and less current—a mid-19th-century expedition through the Oregon desert starring Michelle Williams and Bruce Greenwood. It’s slow-moving, quiet, and utterly transfixing. And Greenwood—as the group’s mountain man guide Stephen Meek who gets the pioneers lost in the wilderness—is as irresistible as he is unrecognizable.—Michael Dunaway

80. Timecrimes

Year: 2007
Director: Nacho Vigalondo
The plot of Spanish film Los Cronocrímenes (aka Timecrimes) emulates classic pulp science fiction, redolent of Alfred Bester or Philip K. Dick, as a middle-aged man finds his quiet afternoon disturbed by an intruder. Soon, he begins stalking, and being stalked by, a mysterious figure whose face is disguised in pink medical gauze. There’s also a naked girl involved, and a research scientist (Vigalondo) in an adjacent office park who happens to be testing out a new time machine. The bogeyman is an homage to James Whale’s 1933 film, The Invisible Man, but his identity doesn’t stay secret for long. Watching the Chinese Box-like narrative unravel is the whole point, and Vigalondo choreographs the action with a suspenseful touch.—Steve Dollar

79. Song One

Year: 2015
Director: Kate Barker-Froyland
In her first major role since winning the Best Supporting Actress Oscar for_ Les Misérables_, Anne Hathaway gets back in touch with her indie side for Song One, a modest but affecting drama that finds her delivering a gentle performance that contains none of the melodramatic fireworks of Fantine. Writer-director Kate Barker-Froyland’s feature debut about a woman reconnecting with her brother through his songwriting idol has a delicate, melancholy tone that’s fragile but strong enough to sustain this minor-key tale. Hathaway’s isn’t the only nicely understated turn in the film. Mary Steenburgen is particularly great as an outspoken but not over-the-top mother who has lived a rich life and must now be content with her long-ago memories. And Johnny Flynn, who’s an actor and musician, imbues James with the soulfulness of an artist, performing the character’s songs (written by indie songwriters Jenny Lewis and Johnathan Rice) with a simplicity that doesn’t try to oversell James’s talent. What could have been a mopey, self-obsessed portrait of a flash in the pan is instead a genuine portrayal of a floundering musician who fears that his peak is already behind him, no matter how many teen girls still think he’s a dreamy poet.—TIm Grierson

78. The Spectacular Now

Year: 2013
Director: James Ponsoldt
James Ponsoldt adapted Tim Tharp’s coming-of-age novel with heartfelt sincerity, but falls just shy of a truly deep portrait of adolescence. Miles Teller stars as Sutter, a high school senior who loves good times and social interaction, but has little care for classwork or future planning. Think Ferris Bueller with concealed depression and an alcohol abuse problem. After his ideal, popular girlfriend dumps him, Sutter vows revenge by the only means he knows: drinking a lot and partying like crazy. Ponsoldt clearly has a gift for getting the best out of his cast, having directed Mary Elizabeth Winstead’s superb performance in Smashed. If The Descendants didn’t already prove Woodley is a force to be reckoned with, The Spectacular Now certainly does. Woodley embodies young love’s innocence, hope and fragility. She dominates every frame she’s in with sweet hesitations and a nervous smile. —Jeremy Mathews

77. Chasing Amy

Year: 1997
Director: Kevin Smith
Anyone who has listened to enough hours of Kevin Smith’s podcasts or lengthy Q&A sessions knows that, behind his perpetual potty-mouth and flashes of egomania, Smith is a big softie at heart. After two films that reveled in crass slackerdom lifestyles (Clerks and Mallrats), Smith honed his writing voice for his third feature, Chasing Amy. The film stars Ben Affleck as an amateur comic book artist named Holden whose life is thrown awry when he meets a beautiful and vibrant girl named Alyssa (played by Smith’s then-girlfriend Joey Lauren Adams) and instantly falls in love. The problem? Alyssa is a lesbian. Crushed but still determined to spend time with her, Holden develops a close friendship with Alyssa, eventually telling her how he feels with the kind of speech that anyone who has ever experienced a hurtful bout of unrequited love has tossed around in their minds but never found the words to express.—Mark Rozeman

76. Spring Breakers

Year: 2013
Director: Harmony Korine
Watching James Franco in Spring Breakers, one has to ask: Is this a put-on? But the scarier question is, What if it’s not? The brilliance of his portrayal of Alien, a Scarface-aspiring dirt-bag, is that no matter how outlandishly over-the-top it goes—“Look at my shit!”—there remains a deeply unsettling edge to the performance that suggests a white-trash nightmare who could do real damage to those around him. We laugh at Franco as Alien, but the laughs get stuck in our throat: Just like the movie, his performance is a wickedly satiric look at our worst impressions of youth culture—until it gets so frighteningly real that we’re left dazed and amazed.—Tim Grierson

75. In a World…

Year: 2013
Director: Lake Bell
Lake Bell’s directorial debut has heart, soul and a message without getting too preachy. In a World… is an examination of the male-dominated world of the voice-over industry. It opens with a short introduction to the men behind the microphone, including the late Don LaFontaine, who voiced more than 5,000 movie trailers during his career. It’s LaFontaine’s passing that sets the film in motion: Who will become the industry’s next godfather? Veteran voice actor Sam Sotto (Fred Melamed) says he doesn’t want the mantle, so instead grooms golden boy Gustav (Ken Marino) to win the next big gig. When his underachieving daughter Carol (Bell) finds herself also in the running for the quadrilogy, Sotto breaks his promise to groom Gustav and throws his own hat into the ring. It gets ultra-competitive with both hilarious and heart-breaking moments. In a World… provides great insight into the voice-over industry, but Bell does an even better job of bringing fresh characters, interesting relationship dynamics and multiple storylines to the screen through a crisp script that doesn’t pander to the audience.—Christine N. Ziemba

74. The Aviator

Year: 2004
Director: Martin Scorsese
With Howard Hughes’ larger than life personality and those action-packed scenes of him flying (and crashing) planes, it’s hard not to first think of the famous businessman and aviator as a sort of superhero: a man capable of almost any feat, of withstanding any sort of struggle. But a movie that only captures that side of Hughes’ life would be an incomplete one. A hollow one. What makes The Aviator one of the greatest biopics of all time is that it shows Hughes’ vulnerabilities as well, most notably of which was his battle with Obsessive-Compulsive Disorder. Leonardo DiCaprio’s portrayal of Hughes at his lowest, during Hughes’ anxiety-ridden spirals is far more compelling and suspenseful than the Beverly Hills plane crash scene itself.—Anita George

73. Ten

Director: Abbas Kiarostami
Year: 2002
Like with Kiarostami’s best films (Close-Up and Certified Copy, among many), the rigorous conceit behind Ten is more unwieldy to describe than it is to experience. Over the course of 10 conversations—each demarcated by a sort of old-timey film stock count-down, each chronologically spaced but lacking a clear sense of how much time has passed between segments—we experience the fears, quirks, travails and typical day of a woman living, working and attempting to carve out some room for her own in modern Tehran. Filmed in long takes by two digital cameras, one mounted to unflinchingly chronicle the passenger side of one woman’s (Mania Akbari) taxi cab, and the other trained only on the woman, Kiarostami never moves his cameras (except for one stark glimpse of the casually seedy side of Tehran nightlife) to take in anything but this woman and her passengers. Yet, within these self-set strictures, Kiarostami is able to convey a deeply felt sense of full lives playing out in our periphery, giving intimate voices to those most often overlooked. —Dom Sinacola

72. 20,000 Days on Earth

Year: 2012
Directors: Iain Forsyth, Jane Pollard
It’s hard to imagine a more “Nick Cave” Nick Cave doc than 20,000 Days on Earth. Ostensibly a day in the life of the Australian-born musician—his 20,000th day alive—it’s more self-reflective meditation than biography. At turns reflective, intimate, poetic and strange, the film captures Cave talking to his therapist, his bandmates and even a series of ghosts as he travels around his adopted home of Brighton, England. Those ghosts are no longer content to lie in the dark, and this documentary is about, more than anything else, Cave confronting his past as he visits a team working on his archive. But he’s still making music and still living for those moments on stage, trying to terrify the front row. So it’s fitting that the film culminates in a pair of performances, broken up with a quiet moment eating pizza and watching TV with his kids.—Josh Jackson

71. Compliance

Year: 2012
Director: Craig Zobel
Filled with superior performances, Compliance does everything within its power to make a far-fetched situation believable. Ann Dowd gives a nuanced portrayal. Dreama Walker takes on a difficult role and delivers. Pat Healy, as the caller, is dead-on creepy, and Bill Camp, as the bumbling fiancé, is perfectly cast. The actors have to be strong since it’s such a confined script, taking place mostly within the supply room of the restaurant. Continually, one asks, “Could this really happen?“ Apparently, it can, and the film makes the point a few times that similar situations have happened more than 70 times over a 10-year period. It’s a conceit that one can accept or not. Whatever the case, it’s a frightening thought to realize that people can be so gullible and susceptible to the whims of authority. Is it our desire to please, our desire for structure or is authority simply tapping into our propensity for wrongdoing?—Will McCord

70. Night of the Living Dead

Year: 1968
Director: George A. Romero
It’s not really necessary to delve into how influential George Romero’s first zombie film has been to the genre and horror itself—it’s one of the most important horror movies ever made, and one of the most important independent films as well. The question is more accurately, “how does it hold up today?”, and the answer is “fairly well.” Unlike, say Dawn of the Dead, Night is pretty placid most of the time. The story conventions are classic and the black-and-white cinematography still looks excellent, but some of the performances are downright irritating, particularly that Judith O’Dea as Barbara. Duane Jones more than makes up for that as the heroic Ben, however, in a story that is very self-sufficient and provincial—just one small group of people in a house, with no real thought to the wider world. It’s a horror film that is a MUST SEE for every student of the genre, which is easy, considering that the film actually remains in the public domain.—Jim Vorel

69. Hook

Year: 1991
Director: Steven Spielberg
They just don’t make ‘em like this anymore. Whether you were the kid who went to see Hook in the theater 10 times, or the parent that took them, this movie is a timeless for all generations. It’s Spielberg at his finest, where adventure and lessons in morality intertwine just enough to teach us a lesson and entertain us simultaneously. It’s also jam-packed with beloved performances: Julia Roberts as Tinkerbell, Dustin Hoffman as Hook (no one can beat this Captain) and then, of course, Robin Williams as Peter. We shouldn’t even need to explain ourselves here: Robin Williams as Peter Pan – period. We also can’t forget one of the most magical scenes in cinema when the Lost Boys devour an imaginary, colorful feast. Rufio! Rufio! With the latest Peter Pan adaptation on the way, Joe Wright’s Pan, there’s all the more reason to treasure this Spielberg classic.—Meredith Alloway

68. Bellflower

The best recommendations at Sundance always seem to come from random strangers, and they usually come on one of the shuttle buses festivalgoers spend so much time on. A few years back, someone described Bellflower this way: “It’s kind of like an edgier 500 Days of Summer, except when she leaves him, instead of getting all sad and mopey, he starts building a monster car with flamethrowers and blowing shit up, and then the whole film turns into this crazy acid trip.” She paused. “Oh, and there’s lots of fire.” The man behind Paste’s favorite debut of the year is the sweet, goofy, awkward, audacious, brilliant figure of Evan Glodell. His debut is like seeing a Tarantino or Rodriguez film for the first time, and he’s certain to have many, many doors open up as a result.—Michael Dunaway

67. Star Trek II: The Wrath of Khan

Year: 1982
Director: Nicholas Meyer
Evoking the most memorable anguished cry in cinema, Khan is Nietzschean nightmare. Ricardo Montalbán’s Khan is a science-grown Übermensch bent on causing interstellar calamity, and arguably captain Kirk’s most memorable adversary (Gorn included). What’s more scary than a villain designed to be better than you…at everything? Eleven movies in, including an admirable remake from J.J. Abrams, and Star Trek II: The Wrath of Khan is still the greatest of them all.—Darren Orf

66. Big Trouble In Little China

Year: 1986
Director: John Carpenter
Next to The Thing or Halloween, Big Trouble In Little China feels like little more than a lark, one more toss-off showcase for John Carpenter’s genre-bending curatorial spirit. Part goopy menagerie of grotesque special effects, part super-cool fantasy adventure, Big Trouble follows an all-American truck driver as he falls ass-backwards into a plot involving an ancient Chinese sorcerer seeking to fulfill a prophecy that will restore him to human form. The flick eschews all senses of horror or tension to focus on carefree action bro Jack Burton, the aforementioned trucker played to the hilt by Kurt Russell, who was pretty much at the height of his laid-back dude-ical powers back in the ‘80s. In fact, Carpenter may be that decade’s best unheralded action director, and Russell his charming muse, way more fun to watch than a Schwarzenegger or a Stallone or a VanDamme—Adonises barely able to grimace out full sentences, let alone crack a smile—because there wasn’t much more to what he was doing, or what Carpenter was filming, than going mullet-first into whatever madcap caper struck his fancy. All one-liners, shameless machismo, shiny biceps, and a gnarly pair of mom jeans, Jack Burton is comparable perhaps only to John McClane in his unflagging ability to take absolutely nothing seriously about the serious situation around him.—Dom Sinacola

65. A Band Called Death

Year: 2012
Directors: Jeff Howlett and Mark Covino
More than just being a standard music documentary, A Band Called Death explores the relationships between a tight-knit family, interconnected through their passions and through their loyalty to one another. Bobby and Dannis display the kind of sincerity that can only come from true selflessness. It’s not for the cameras; it’s how they live their lives and have raised their own families. Even if you didn’t know a thing about the band and you don’t even typically listen to the kind of music they play, you’re going to find yourself thankful that the Hackney brothers are now in your life.—Matt Shiverdecker

64. I Am Love

Year: 2010
Director: Luca Guadagnino
The Recchi family, the powerful Italian clan at the core of Luca Guadagnino’s I Am Love, is exclusive. Its wealth is nearly immeasurable, if not incomprehensible, and even marrying into it doesn’t warrant an invitation to its inner circle. Although Emma (Tilda Swinton) gave up her life in Russia—with the exception of her Russian accent, which she just can’t keep from tainting her Italian—in order to become a Recchi, she orbits the rest of the family in the Recchi villa, where the sense of propriety is nearly as tangible and cloying as its thick tapestries. I Am Love is a beautiful film, and a lesson in storytelling. It unfolds at a leisurely but lovely pace, taking time to revel in the details of the setting but never shifting focus from its many rich, complex characters. Swinton becomes Emma, her every pore and follicle embodying passion, guilt and grief with equal conviction. Even in its most tense moments, I Am Love is like the many dishes Antonio shows off in the film—painstakingly created and never overdone.—Ani Vrabel

63. The Reader

Year: 2009
Director: Stephen Daldry
Stephen Daldry’s adaptation of Bernhard Schlink’s The Reader is a somber, desolate and profound film that does not shy away from the story’s thematic complexities. David Kross superbly plays Michael Berg, a teenager in post-World War II Germany who embarks on an affair with a stern, serious older woman named Hanna Schmitz (Kate Winslet). A relationship that begins through an act of kindness quickly becomes sexual, tense and volatile. She becomes entranced by the stories Michael reads to her, the grand tales of Homer, Chekhov, Mark Twain and D.H. Lawrence. One of The Reader’s virtues is its great respect for literature, for those fleeting moments in Hanna’s day where she can revel in a world that is not her own. Winslet is astonishing as Hanna, an introverted woman whose past has been locked away so deep inside of her it has robbed her of a future. When the truth about her past is revealed in the film’s second half, the shame of her secret tightens its grip on her throat. Professor Rohl (a terrific Bruno Ganz) tells Michael to learn from the mistakes he’s made so he can avoid them in his own life. But learning signifies understanding, and understanding is the phantom each character in The Reader desperately chases—that elusive resolution not attainable when horrors this tragic happen at your own doorstep, when the people responsible are staring you in the face.—Jeremy Medina

62. Stories We Tell

Year: 2013
Director: Sarah Polley
With Stories We Tell, actress-turned-director Sarah Polley has proven herself a consummate filmmaker, transforming an incredible personal story into a playful and profound investigation into the nature of storytelling itself. The central mystery of her documentary—that the man she grew up believing to be her dad is not her biological father—is public knowledge and revealed in the film’s trailer. Yet Polley conceals and reveals information—starting with her relationships to her interview subjects—in such a way as to constantly surprise, even shock, her audience. The result is a film that entertains and delights viewers while elevating her investigation to art.—Annlee Ellingson

61. Much Ado About Nothing

Director: Joss Whedon
Year: 2013
It’s been 20 years since the big-screen debut of Kenneth Branagh’s joyous, sun-drenched adaptation of William Shakespeare’s Much Ado About Nothing. It represented an exuberantly manifested understanding and love of the source material, faithfully presented by a talented director. Now, two decades later, Joss Whedon’s Much Ado About Nothing has landed in theaters, and though the cast may be less star-studded and the golden hues muted to a cool black and white, the result is nearly as pleasing. Whedon places his version in present-day California and loads it with elegant solutions to the challenges of communicating with a contemporary audience in a non-contemporary (no matter how beautiful) language. A celebratory fist bump here, a shared look there—Whedon and his cast usually insert enough non-verbal cues into the proceedings that most viewers will be able to follow the action even when an understanding of the dialogue proves evasive. Virtually every actor in Much Ado About Nothing is a veteran of at least one of Whedon’s television or film projects, and for the most part, their efforts are not wasted in this particular labor of love. So much of the joy of Much Ado rests on the acerbic Benedick and Beatrice, and Alexis Denisof and Amy Acker perform their roles with energy and charm.—Michael Burgin

60. Jiro Dreams of Sushi

Year: 2012
Director: David Gelb
Jiro Dreams of Sushi is a documentary about one of the greatest masters of the culinary world, one whom casual foodies have never even heard of. Although Jiro’s work is ostensibly the focus of the documentary, the film is really propelled by the story of his relationship with his two sons; the youngest of whom has started his own restaurant, and the oldest of whom, at the age of 50, continues to work with his father, training to one day take over his restaurant. Devoid of the typical familial jealousy you may expect, Jiro Dreams of Sushi is instead a beautifully filmed documentary about a father and his sons who have devoted their lives to the pursuit of the perfect piece of sushi. —Emily Kirkpatrick

59. 13 Assassins

Year: 2011
Director: Takashi Miike
While Takashi Miike’s name here in the United States will forever by synonymous with his ultra-violent pictures like Ichi the Killer and Audition, at this point he’s worked in pretty much every genre under the sun. 13 Assassins largely diverges from the rest of Miike’s films, though, stripping away much of his stylistic excesses such that for once he delivers a nearly traditional film. In fact, it’s a remake, taking on a 1963 cruel-Jidaigeki of the same name that’s a sort of dark knock-off of Seven Samurai. In the film, after it’s clear that the emperor’s heir is an evil man, noblemen hire a group of samurai to assassinate him before his rise to power brings ruin to all of Japan. Compositions are traditionally beautiful and stagings recognizably echo Akira Kurosawa, Masaki Kobayashi and Hiroshi Inagaki’s earlier masterworks. Even during the most violent fight scenes Miike never winks at the audience, instead playing up the full grimness of battle in an exaggerated but never over-the-top manner. And sure, at one point a stampede of flaming bulls gets unleashed, but for Miike that still counts as restrained. It’s a Miike film that for once can be recommended without caveats, boldly treading new ground but also taking stock of what’s come before and not rejecting it outright.—Sean Gandert

58. The Host

Year: 2006
Director: Joon-ho Bong
This South Korean update on the Godzilla mythos broke box office records in its homeland before gaining international acclaim with its pollution-bred monstrosity that harbors a dangerous virus. Director Bong Joon-Ho employes disarming humor and stark drama to make this one one of the most entertaining action horror movies in recent memory.—Sean Edgar

57. Like Water For Chocolate

Year: 1992
Director: Alfonso Arau
An adaptation of Laura Esquievel’s novel about Mexican cooking and magical realism, Like Water for Chocolate depicts the passionate but forbidden love between two young people, Tita and Pedro. As Tita cooks, her moods and emotions directly enter her food, evoking violently powerful reactions—sometimes positive, sometimes disastrous—in all who eat her cooking.—Emily Riemer

56. Big Fish

Year: 2003
Director: Tim Burton
It is hard to take a dysfunctional father/son relationship and make it into a magical fantasy world, but that’s just what Burton did in Big Fish. The director takes viewers on a journey of the life of Edward Bloom, an ordinary man who through his own storytelling has lived an extraordinary life. In just two hours Burton addresses death, infidelity and the feelings of estrangement with ease, but he never loses his sense of fantasy. By the end of the movie, Burton has you seeing magic in even the most mundane events and believing in the impossible.—Laura Flood

55. Chocolat

Year: 2000
Director: Lasse Hallström
A year before Amelie, another lovely, quirky French character with an impish streak made us swoon. Juliette Binoche plays a single mother opening up a chocolate shop in a tiny French village. Binoche is at her most charming in a delightful and fantastical romantic comedy of the sort that doesn’t get made anymore. Nomadic chocolatier Vianne causes a scandalous stir in the conservative village when she opens her shop during lent, making an enemy of the village mayor (Alfred Molina). Things only escalate when she befriends a band of “river rats” led by Roux (Johnny Depp, making the other half of the audience swoon). Both Binoche and Judy Dench as Vianne’s landlady and confidante earned their Oscar nominations for this 20th-century fable about embracing life with vigor.—Josh Jackson

54. Melancholia

Year: 2011
Director: Lars von Trier
An end-of-the-world movie conceived by the director responsible for Breaking the Waves, Dancer in the Dark and Antichrist? Oh joy. All joking aside, Danish provocateur Lars von Trier here turns in a product that, while undoubtedly sad, is also disarmingly beautiful (emphasis on the opening, slow-motion sequence) and emotionally resonant without feeling overbearing. The movie even manages to squeeze in moments of genuine levity courtesy of Udo Kier as a hilariously snooty wedding planner. The film tells two different stories. In the first part, we follow a soon-to-be bride (Kirsten Dunst, in a career-defining performance) as she struggles to make it through the parties and celebration while her depression’s tight-hold on her grows stronger. The second part focuses on the exploits of her older, type-A sister (the great Charlotte Gainsbourg). There’s also the fact that a blue planet called Melancholia is fast approaching Earth’s orbit.—Mark Rozeman

53. Fallen Angels

Director: Kar-Wai Wong
Year: 1995
Within the film’s first moments, you’ll know whether you’re in or not: the fisheye lens; the jittery, jarring camerawork; the gauzy aftertaste—without delay, Kar-Wai Wong indulges in every one of his favorite near-fetishistic flourishes, firmly planting Fallen Angels with Chungking Express as an inimitable expression of post-modern urban ennui. It is, undoubtedly, a lot to ingest, and yet, for all of the film’s meandering themes and woozy melodrama, the writer-director’s adamant attention to style ties every shot to a greater, dreamier whole, practically setting up “disconnection” as a theme unto itself. And what’s Fallen Angels about exactly? Contract killing; loneliness; regret; ice cream; and smoking, so much smoking—or it’s not about these things as it is about how these things provide us a fleeting sense of self in the otherwise overwhelming sameness of modern life. That Kar-Wai Wong sets the film in Hong Kong speaks to the up-close claustrophobia of his cinematography: If anything, Fallen Angels is a study in the lives of those who live practically on top of one another, yet have no idea how to truly connect. It can be a cold thing to watch, but by the time it’s earned its warm conclusion, one can’t help but feel slightly less meaningless in this overcrowded world we try to call home.—Dom Sinacola

52. The Secret of Kells

Year: 2009
Director: Tomm Moore, Nora Twomey
Set in 8th-Century Ireland, our hero is the 12-year-old apprentice Brendan, who befriends a forest spirit namd Aisling in his quest to protect The Book of Kells from Viking invaders. The Secret of Kells’ hand-drawn style gives it a gorgeous and breathtaking visual flair, a charm most of its contemporaries lack.—Josh Jackson

51. Under the Skin

Year: 2014
Director: Jonathan Glazer
It’s a rare feat for a film to successfully convey the voice of the Other. Especially when that voice is an Other to everyone else here on Earth. Loosely based on Michel Faber’s book of the same name, director Jonathan Glazer’s take on Under the Skin finds greater fascination with translating an otherworldly perspective than with the novel’s rather transparent “meat is murder” didactic. It not only makes for a more interesting story, it takes the form of an experience that reminds one of why the medium of film is so special.—Scott Wold

50. Noah

Year: 2014
Director: Darren Aronofsky
Starting with the ominous string hits that accompany its opening title cards, it’s clear Noah isn’t messing around. Darren Aronofsky’s film aims to strip all hokiness from the story of a guy who loads a bunch of animals onto a giant ark so they can survive a flood. Make no mistake, this is a tale of violence from both humans and their creator. It is about the struggle to do the right thing, and the difficulty of knowing exactly what that is. Director Aronofsky and his co-writer Ari Handel have not perfectly re-envisioned the story—it’s probably the least-focused effort of Aronofsky’s career. But they have created a satisfying, at times stirring consideration of the Hebrew Scriptures’ themes of free will, obedience and repentance. They have introduced new characters and story elements, largely pulled from different parts of Genesis and other scriptures with a healthy spirit of reinterpretation. With the exception of some sequences that appear to be simply action for action’s sake, the additions serve the drama of spiritual grappling.—Jeremy Matthews

49. The Professional

Year: 1994
Director: Luc Besson
I’m not sure when I’ve seen an action film that’s so touching. It could have been incredibly precious and cloying: cute little girl meets strong-silent type neighbor who turns out to be an assassin. But Luc Besson puts just the right amount of edge into his film (how scary is Gary Oldman?). He coaxes a beautiful performance out of Jean Reno—mournful, weary, resigned, tender. And a young Natalie Portman showed very early on why she was destined for greatness. I challenge you to watch the final scene without getting chills.—Michael Dunaway

48. The French Connection

Year: 1971
Director: William Friedken
Winner of Academy Awards for Best Picture, Director, Screenplay, Editing and Acting (Gene Hackman), The French Connection isn’t so much a deeply felt drama or meticulous procedural as it is a nearly perfectly executed exercise in inertia, mood and the obsession with both. Friedken’s film is all aesthetic, all carapace: this is New York at its grossest, and Hackman (as the gruff Popeye Doyle) at his most vicious. As the only character with any hint of depth, Doyle is the audience’s vessel from one chase to another—or, rather: throughout the giant chase that is the whole movie—a man as relentless as the filth and violence of the City that he struggles to defend, one drug bust at a time. In that sense, The French Connection is a defining film of the ’70s, unyielding in its depiction of an America hungover from the facile free love movement, still mired in the Vietnam War and the depravity of unmitigated urban expansion. But even moreso, the film is a lean action classic, all movement and no second wasted.—Dom Sinacola

47. Clerks

Year: 1994
Director: Kevin Smith
Sometimes a labor of love becomes something much bigger. When Kevin Smith spent $27,575 to film a black-and-white film about a slacker working at a Quick Stop, no one could imagine how much it would resonate. Filled with philosophical discussions on relationships, purpose and the relative innocence of construction workers on the Death Star, it established Smith as a unique voice for at least a corner of the slacker generation. Smith would return to the world of Dante, Randal, Jay and Silent Bob many times (and with modestly larger budgets), but it would never feel quite as a perfect as the original.—Josh Jackson

46. The Fifth Element

Year: 1997
Director: Luc Besson
The Fifth Element is the ultimate display of what would happen if someone with the sci-fi enthusiasm of a teenage boy wrote a big-budget Hollywood script, which is exactly the case here. Set in 23rd century New York City, taxi driver Korben Dallas (Bruce Willis) gets wrapped up in saving the world with his passenger Leeloo (Milla Jovovich), the fifth and final piece that is needed to protect earth. Entertaining, thrilling, and visually fantastical, The Fifth Element is worth every minute of your time.—Caitlin Colford

45. All is Lost

Year: 2013
Director: J.C. Chandor
The parallels between Gravity and All Is Lost are obvious: A lone protagonist survives the destruction of her or his space shuttle/boat, loses all communication with Earth/land and must navigate solo through the vastness of space/the ocean to get back home. But in some ways, writer-director J.C. Chandor’s story about an old man and the sea is a bolder film, eschewing backstory, sentimentality and even dialogue in favor of a primal tale of survival.—Annlee Ellingson

44. Joe

Year: 2014
Director: David Gordon Green
Director David Gordon Green’s latest effort, Joe, is a poetic, unexpectedly tender slice of underclass drama that also exudes a certain kind of metaphorical connection to the low-lying fog of economic desperation that presently holds so many in its grip. An adaptation of the late Larry Brown’s 1991 novel of the same name, Green’s film centers on Gary (Tye Sheridan), a 15-year-old Texas kid whose father (Gary Poulter) is a shiftless, alcoholic lout. Near-homeless and hungry, both figuratively and literally, Gary hooks a job with Joe Ransom (Nicolas Cage), a strong-willed ex-convict who isn’t really a role model but — out of necessity and by degrees — begins to assume that mantle. Not entirely unlike Prince Avalanche, Green’s last film, Joe is a work of plaintive portraiture and, broadly speaking, a movie about confused men finding their way in the world. Cage and Sheridan (The Tree of Life, Mud) have a great rapport, and the veteran actor in particular delivers a magnetic, dialed-in performance, his most layered of the last several years.—Brent Simon

43. Tora! Tora! Tora!

Year: 1970
Directors: Richard Fleischer, Joseph Cotten, Kinji Fukasaku, Toshio Masuda
A surprisingly balanced dramatization of the attack on Pearl Harbor and its makings, this $25 million production at one point attracted Kurosawa to helm the Japanese sections of the drama, to its fair-minded credit set on both sides of the Pacific. When that didn’t pan out, 20th Century Fox execs Darryl F. Zanuck and his son Richard assigned the Japanese sequences to Kinji Fukasaku and Toshio Masuda, and the English portions to Richard Fleischer. The result is a dialogue-heavy chronology of one tactical error, miscommunication, accident, coincidence, blunder and bummer after another, each side of the story told in its respective native tongue (with subtitles). But one man’s exposition is another’s mansplaining, to which Tora! Tora! Tora! comes pretty ploddingly close. The “payoff” here is a riveting 45-minute finale whose mix of live action and scale model work—its historical accuracy overseen by technical advisors—adds to the documentary-like approach. Premiering three decades after that infamous December 1941 day—and as the Vietnam War raged on—Tora!’s even-handed treatment must’ve made for a curious moviegoing experience (it’s no wonder the film tanked stateside). Seen now, it’s even more of a contextual oddity.—Amanda Schurr

42. Nebraska

Year: 2013
Director: Alexander Payne
The first question at the Cannes press conference for Nebraska, the new film from Alexander Payne, was about why the director decided to shoot his comedy-drama in black and white. It’s an understandable query. Studios don’t like black-and-white movies from a commercial perspective and, because Payne’s films emphasize character and dialogue, they’re not necessarily thought of as being grandly cinematic, which might require such a striking look. But after seeing the film, the choice makes more than a little sense. Payne doesn’t use black and white to make his movie grand. Quite the contrary, he uses the lack of color to illustrate his characters’ tiny, quiet existence. To paraphrase a line from Paul Simon, their lives are so common they practically disappear.—Tim Grierson

41. Jerry Maguire

Year: 1996
Director: Cameron Crowe
Besides acting as the megahit blockbuster of 1996, Jerry Maguire also quickly achieved the status of the modern day romantic-comedy done right. Certainly, between Say Anything and Almost Famous, writer/director Cameron Crowe has never been one to hide his inner softie. Jerry Maguire is no different, featuring career-best performances from Tom Cruise, Renee Zellweger and Cuba Gooding Jr. as well as litany of memorable lines still quoted to this day. And, let’s face it, whoever doesn’t get at least a little bit teary-eyed when Renee Zellweger proclaims, “You had me at hello,” is probably a Cylon spy who should be blasted away at once.—Mark Rozeman

40. The Wolf of Wall Street

Year: 2013
Director: Martin Scorsese
It’s tempting to compare The Wolf of Wall Street with that other famous ode to financial district excess, Wall Street. But though the two films share one layer of message—behold the high-flying lifestyle loose morals and shaky ethics can bring you in the land of stocks!—Scorsese’s film is a meaner, more cynical and, worst of all, probably truer vision of the lifestyles of the rich, dissolute and famous. (Oliver Stone’s 1987 film seems quaintly naive by comparison.) The Wolf of Wall Street lacks even the pretense of a moral center—with the exception of some half-hearted, mopey warnings from his dad (Rob Reiner), Belfort has no real conscience. Even Agent Patrick Denham (Kyle Chandler), who pursues and catches him—an ideal opportunity to give a face to the people Belfort has scammed—seems little more than an inconvenient party pooper. Not content with the implicit message contained in the lightness of Belfort’s punishment, Scorsese even rubs it in a bit with a final look at Denham riding home on the subway.—Michael Burgin

39. Ida

Year: 2002
Director: Pawel Pawlikowski
Ida is a compelling examination of how the past shapes us, even when we don’t know anything about it. Pawel Pawlikowski’s quiet Polish film takes place in the 1960s, when World War II has ended, yet still has the power to grip people’s lives. In the title role, Agata Trzebuchowska brings the perfect mixture of naiveté and curiosity to the part of a nun-in-training who learns that her family was Jewish and killed during Nazi occupation. She embarks on an odyssey to find their graves with her cynical, alcoholic aunt (Agata Kulesza), who used to be a prosecutor for the communist government. The relationship between the two characters grows more and more complex as they go deeper down the rabbit hole. Shot in black-and-white and academy ratio (1.37:1), Ida uses its frame to distinct effect, often framing characters in the lower third of the screen (so much so that in a couple scenes, the subtitles have to go up above their heads). The effect can be unsettling, but intriguing. That space could contain the watchful power of Ida’s lord, but it could also be nothing more than an empty void. After a life of certitude, Ida has to decide for herself.—Jeremy Mathews

38. The Magnificent Seven

Year: 1960
Director: Robert Aldrich
John Sturges’ Westernization—literally—of Akira Kurosawa’s masterpiece Seven Samurai is a classic in its own right, thanks to a cast of then burgeoning A-listers including Steve McQueen, Yul Bryner, Eli Wallach, Charles Bronson, James Coburn and Robert Vaughn. That, and more notably, Elmer Bernstein’s score, with its iconic, oft-referenced main theme. Shot on location, Sturges and screenwriter William Roberts transpose Kurosawa’s sword-wielding vigilante fable from 16th century Japan to late 1800s Mexico, where Wild West gunslingers are hired to fight bandits who’ve been terrorizing a quaint village. Charles Lang’s sweeping Panavision cinematography gives a fitting scale to the shoot-’em-up action, marked by all the dick-swinging—cough, Bryner and McQueen—you’d expect from the marquee machismo of the time. Sturges’ remake surely pales in comparison to Kurosawa’s original, but The Magnificent Seven endures as entertaining, archetypal bravado. It’s bloated, it’s showy, it’s… a quintessentially American movie. It’s also surprisingly nuanced. Magnificent’s critical rep and pop culture standing has skyrocketed since its initial release, which underwhelmed at the domestic box office; still, its success overseas spawned three sequels—and, reportedly, a likewise star-studded redux planned for 2017. Go figure.—Amanda Schurr

37. Gandhi

Year: 1982
Director: Richard Attenborough
Ben Kingsley gives an amazing performance as the Indian lawyer who became an icon of using non-violent protest to bring about change. Attenborough’s film is appropriately epic in scope to capture the incredible life of Mohandas Gandhi and his struggle for Indian independence. The film earned 11 Oscars including Best Picture, Best Director for Attenborough and Best Actor for Kingsley.—Josh Jackson

36. A Most Wanted Man

Year: 2014
This is Corbijn’s most ambitious project—his debut was the quite fine Ian Curtis biopic Control—and he does an excellent job of provoking steely performances from a large cast. This is some of McAdams’ best work in far too long—tough and compassionate at the same time—and even an old pro like Dafoe seems to be reaching down a little deeper to produce something memorable. A Most Wanted Man may be less flashy in design than Corbijn’s first two films, but in its place is a terrific sense of bitter resignation that seeps through every frame. The spy game hasn’t gotten any more thrilling in the wake of 9/11, only more urgent and tense. And as this movie argues, in such an environment trying to be the good guy may end up meaning precious little at all.—Tim Grierson

35. Let the Right One In

Year: 2008
Director: Tomas Alfredson
Vampire stories are plastered all over American pop culture these days (True Blood, Twilight, The Vampire Diaries), but leave it to the Swedes to produce a vampire film that manages to be both sweet and frightening. The friendship between Oskar, a scrawny, 12-year-old outcast, and Eli, a centuries-old vampire frozen in the body of a child, is a chilling but beautiful story to behold.—Jeremy Medina

34. The Sacrifice

Year: 1986
Director: Andrei Tarkovsky
Tarkovsky’s last film before he succumbed to lung cancer at 54, The Sacrifice, like pretty much every one of his films to come before it, is a gradually building meditation on contentment, happiness and the lengths to which we’ll go as human animals to guarantee our survival. Which is only skimming the surface of every existential quandary pumping through this piece—because for all it has in mind, for all that’s been said about it, for all it contemplates with the fine-tuned patience of a monk-like master, The Sacrifice is, above all, a sweet and gorgeously sad testament to the impossible questions great films necessarily ask of us. The story of an artist living an idyllic life by the sea, whose philosophies are shaken to the core by the (implied) onset of World War III, the film winds its way to a grand conclusion, an image of humble apocalypse that, more than glimpses of the tragedies of war or the destruction of a nuclear holocaust, will stay with you for a lifetime.—Dom Sinacola

33. Shakespeare in Love

Year: 1998
Director: John Madden
Another film whose reputation has suffered somewhat since its initial reception, largely in this case as a result of an ill-considered Oscar and Gweneth Paltrow’s ill-considered management of her public persona since then. No one is more annoyed with latter-day Goop than me, but even I can admit that Shakespeare in Love gets a bad rap. It’s delightful, especially for those with any experience in the theater whatsoever (the theater world itself is the romantic interest of the film, every bit as much as Gweneth’s Viola de Lesseps). And, it’s now safe to say out loud – Ben Affleck is fantastically charming in this film. If you haven’t seen it in awhile, you’ll be surprised at how much more you like it than you remembered.—Michael Dunaway

32. Stand By Me

Year: 1986
Director: Rob Reiner
Stephen King has referred to Stand By Me as one of the best-adapted films from his source material, which is curious, given that the blend of humor, coming-of-age drama and nostalgia hits only some of the horror author’s signature themes. It’s such a sincere film and story, though, one that really captures some of the mythological aspects of childhood—the way the junkyard dog’s fearsome reputation can’t possibly stand up to the reality, for instance. It’s a film about the healing aspect of friendship and how it differs after the loss of innocence. Gordie Lachance’s group of friends are the kinds of pals one has as a child—they come from very different worlds, but haven’t yet learned that they’re not supposed to hang out together. Would that real-life friendships could persist and reflect these ones more often.—Jim Vorel

31. On the Waterfront

Year: 1954
Director: Elia Kazan
It’s impossible to divorce Elia Kazan’s On the Waterfront from both its political and personal contexts. Start with the fact that Kazan spun the film out of Malcolm Johnson’s Pulitzer Prize-winning exposé of rampant corruption tainting Hoboken’s dockside commerce; continue with Kazan’s own brushes with the House Committee on Un-American Activities in 1952, during which he pointed the finger at eight of his former comrades from the Group Theater. We can see the wrenching decision Kazan struggled with in real life in the story of Terry Malloy, a stevedore who threw a fight and ended a promising boxing career to avoid pissing off his mob-friendly union boss. On the Waterfront wrote the book on modern acting with Marlon Brando’s legendary leading performance, but the film is a heartbreaking memorial commemorating Kazan’s profoundly human experience.—Andy Crump

30. Mud

Year: 2013
Director: Jeff Nichols
In 2011, Jeff Nichols turned heads at Sundance with his second film Take Shelter,as did his fast-rising stars Jessica Chastain and Michael Shannon. He returned two years later with Mud, a coming-of-age thriller about two young boys who encounter a man on the run in rural Arkansas. It’s a sweet tale that displays plenty of faith in humanity without ever veering into sappiness and always keeping you on the edge of your seat—just the kind of thing you hope to find at a festival like Sundance. And Nichols once again coaxes amazing performances from his cast, particularly Matthew McConaughey, just before the actor went to work on Dallas Buyer’s Club and True Detective.—Josh Jackson

29. Good Will Hunting

Year: 1997
Director: Gus Van Sant
The story of a genius janitor capable of solving the world’s most difficult mathematical problems, Will is both exasperating and loveable as the Boston boy reluctant to live up to his true potential. Robbin Williams takes the oft-clichéd mentor paradigm and turns it into a wholly original character as Damon’s therapist Sean. But what’s special about this film is the way Gus Van Sant captures the existential angst and, ultimately, the frustrated striving of a brilliant boy form the wrong side of the tracks. Matt Damon and Ben Afleck star in their own breakthrough roles as best friends closer than even blood brothers. Though the movie touches on heart-wrenching topics like childhood abuse and heartbreak, the sarcastic humor and witty banter are just as memorable. Effortlessly charming and never overwrought.—Amy Libby

28. Hugo

Year: 2011
Director: Martin Scorsese
With Hugo, director Martin Scorsese has created a dazzling, wondrous experience, an undeniable visual masterpiece. In his adaptation of Brian Selznick’s novel, The Invention of Hugo Cabret, Scorsese weaves together his many passions and concerns: for art, for film, and for fathers and father-figures. He retells the story of a boy (Hugo Cabret, played by Asa Butterfield) in search of a way to complete his father’s work. Alongside Hugo’s tale is the true story of Georges Méliès (Ben Kingsley), one of the world’s first filmmakers.—Shannon Houston

27. My Left Foot

Year: 1999
Director: Jim Sheridan
Outstanding performances and cinematography are the hallmarks of this biopic. Well known for his total-immersion method of character acting, Daniel Day-Lewis takes on the challenge of his career in the role of Christy Brown, an acclaimed Irish writer and artist with cerebral palsy who is only able to control his left foot. This true story is filmed on location, and is a visually compelling study of the slums of Dublin. Director James Sheridan wisely gives us a complete portrait of Brown, warts and all. Bitter, unlikeable and amazingly talented, Chrifsty Brown succeeds in making us cheer for him even as we curse him.—Joan Radell

26. Blue Velvet

Director: David Lynch
Year: 1986
Blue Velvet represents everything cinema can be: horrific, hilarious, reality heightened to inexplicable, nearly intolerable heavens. This is storytelling as symbology, traditional American genres like noir and the thriller picked apart with unsettling aplomb. For example, take the noir part of this equation: Lynch concocts an Oedipal circumstance out of Kyle MacLachlan’s innocent boy and Dennis Hopper’s evil “daddy,” with Isabella Rosselini’s sexy “mommy” persona both an unobtainable feminine figure and a sweet presence that must be protected. As adorable Everyman Jeffrey Beaumont (MacLachlan) is seduced ever deeper into the disgusting underground of American domesticity (represented by a series of insectisoid images, the denizens of our creepy crawly underworld), his outlook is light, and psychopathic Frank Booth’s (Hopper) is dark—in fact, Frank comments on this. Of course, he’s talking literally about the illumination of the room, but he also huffs helium and calls himself Van Gogh, so every gesture, every sideways word should be taken with a grain of salt. Or fertilizer. And so, in black and white, Lynch finds blue: There is something deeply sad about the kind of normal, everyday stuff Lynch fixates upon, and in Blue Velvet that sadness is, whether we like it or not, the closest a film in the 1980s ever got to realizing the American Dream.—Dom Sinacola

25. Trainspotting

Year: 1996
Director: Danny Boyle
Based on the gritty Irvine Welsh novel of the same name, this early film from the director of Slumdog Millionaire and Millions follows a thuggish group of heroin addicts in Scotland and features brilliant performances from young Ewan McGregor, Kelly Macdonald and Robert Carlyle. At times funny, gripping and nightmarishly haunting, Trainspotting is not an easy movie to forget.—Josh Jackson

24. Kill Bill Vol. 1 and Vol. 2

Year: 2003
Director: Quentin Tarantino
Quentin Tarantino Kill Bill Vol. 1 was both a great movie and a great martial-arts movie that paid homage to a ton of classic martial-arts flicks (both Chinese and Japanese) to make a really visceral, offbeat cinema experience unlike any other (well, at least until Vol. 2 came out). Scenes like the incredibly gory but artistic tea house battle with the Crazy 88 or the intensely claustrophobic kitchen showdown are excellent examples of everything that makes a martial-arts movie great and when combined with Tarantino’s usual hallmarks, the results are truly transcendent.—K. Alexander Smith

23. It Happened One Night

Year: 1934
Director: Frank Capra
Frank Capra’s screwball romantic comedy really established the quintessential format for the lighthearted American romantic movie: Base it around a couple of stars with a great on-screen connection (even though Clark Gable and Claudette Colbert apparently didn’t get along too well behind the scenes), add some witty banter and a bit of raciness, and you’re most of the way there. The greatest contribution of It Happened One Night was likely in allowing Colbert’s comedic sensibilities and capability as a character to shine just as brightly as Gable’s—in that, it’s a surprisingly progressive film for its day. She, of course, gets the most famous and influential moment, when she shows up the know-it-all Gable by showing a little leg to successfully hitch a ride. That one moment has echoed through the romantic comedy genre ever since.—Jim Vorel

22. Jackie Brown

Year: 1997
Director: Quentin Tarantino
Quentin Tarantino’s underappreciated gem Jackie Brown sees Pam Grier as the title character who shakes up the world of bail bondsman Max Cherry (Robert Forster). One of the most brilliant notes in both the main actors’ performances is the stillness that each brings to his character. But if the actors are part of the orchestra, so is the music.—Michael Dunaway

21. Steamboat Bill, Jr.

Director: Buster Keaton and Charles Reisner
Year: 1928
Steamboat Bill, Jr.’s climactic cyclone sequence—which is at once great action and great comedy—would on its own earn the film a place on this list. The iconic shot of a house’s facade falling on Keaton is only one of many great moments in the free-flowing, hard-blowing sequence. But the film also showcases some of Keaton’s best intimate acting, including a scene in which his father tries to find him a more manly hat, and a painfully hilarious attempt to pantomime of a jailbreak plan.—Jeremy Mathews

20. Sling Blade

Year: 1996
Director: Billy Bob Thornton
I once read that in Greek mythic tragedy, once you understand the setup and the characters, everything that will happen in the drama is already determined. All that remains is for everything to play itself out. From very early on in the film, Sling Blade feels just that way. Everything that happens in the film must happen—could not do other than happen. And yet watching it unfold is a thing of beauty.—Michael Dunaway

19. Man on Wire

Year: 2008
Director: James Marsh
In 1974, high-wire walker Philippe Petit fulfilled a longstanding dream by sneaking into New York’s World Trade Center, stringing a cable between the tops of the two towers, and—with almost unfathomable guts—walking across it without a net. The man is clearly a nut, but he’s also a great storyteller with a heck of a story, and Man on Wire gives him a chance to tell it. Petit’s stunt was both an engineering challenge and a test of, well, a test of something that most of us don’t possess in this much quantity. Filmmaker James Marsh uses standard documentary techniques, combining new interviews with a satisfying pile of footage and photographs, but his film has the suspense of a caper movie. The title comes from the report written by a police officer who was more than a little uncertain about how to respond to the audacity on display.—Robert Davis

18. 3 Women

Director: Robert Altman
Year: 1977
Based, in part, on a fever dream Robert Altman had while his wife lay nearby, incapacitated and hospital-bed-sick, 3 Women comes at the tail-end of the most prolific decade of Altman’s career. While big-budget studios cashed in on the new paradigm of blockbuster success spear-headed by Steven Spielberg and George Lucas, Altman followed-up his own commercial success (Nashville) with a narratively surreal little art-house film about a pair of unlikely friends who pretty much end up trading personalities. Consider it a Southern Californian take on Bergman’s Persona, and you’re really only touching on a small part of Altman’s weirdness: largely improvised and steeped in oneiric imagery, the film begs to be watched repeatedly, each successive viewing not so much clarifying what’s happening as just allowing its sublimity to set in. Whether 3 Women is a metaphorical take on Hollywood’s haste to discard personality for audience-tested popcorn fare, or it’s a kind of dusty tone poem about feminism in the late ’70s—it hardly matters. Better to feel out than figure out whatever it is Altman’s got going on in this lean masterpiece.—Dom Sinacola

17. Bottle Rocket

Year: 1996
Director: Wes Anderson
Bottle Rocket introduced us both to the singular world of Wes Anderson and the unique charm of the Wilson brothers. All of his films have their critics, but we’ll go ahead and say that the director not only gave us a new kind of humor, but a new kind of joy in the stylistic quirks that have little changed seven movies later. Most adults who’ve forgotten to grow up are either repulsive in their adolescent behavior or the butt of the joke, but Dignan retains that boyish likability for all his crazy scheming.—Josh Jackson

16. Glory

Year: 1989
Director: Edward Zwick
Glory tells story of the first U.S. Army unit made up entirely of African American soldiers, the 54th Massachusetts Volunteer Infantry, as they not only fight Confederate soldiers but the racism prevalent on their own side. Starring Denzel Washington, Matthew Broderick, Cary Elwes and Morgan Freeman, it’s an inspiring look at a rarely examined chapter in the Civil War.—Josh Jackson

15. Sophie’s Choice

Year: 1982
Director: Alan J. Pakula
William Styron’s soul-shattering story of an ethereally beautiful concentration camp survivor is brought to life on screen by Meryl Streep. Streep learned to speak French with a Polish accent in order to preserve the integrity of one of the most important literary characters of the modern age. Alan Pakula allows Streep to do what she does best: She dons the character like a perfectly fitted coat. The result is one of the greatest film performances of all time. Sophie’s Choice is the embodiment of the horror of war and its aftermath.—Joan Radell

14. Dr. Strangelove

Year: 1964
Director: Stanley Kubrick
While attempting to adapt Peter George’s novel Red Alert for the big screen, director Stanley Kubrick found that he kept needing to cut out certain real-life details about the emergency nuclear bomb procedures because they were simply too absurd to work in a serious drama. Deciding to rewrite the project as a dark comedy, he recruited renowned satirist Terry Southern to help pen the script. From there, it’s all history. To this day, Peter Sellers’ three very different (and very funny) performances remain a feat by which few actors have matched. Moreover, the image of Slim Pickens riding the bomb to its destination as well as the final montage of destruction set to the wistful “We’ll Meet Again” are the stuff of movie legend. Worldwide Armageddon has never been so hilarious.—Mark Rozeman

13. Butch Cassidy and the Sundance Kid

Year: 1969
Director: George Roy Hill
Paired with Robert Redford, Paul Newman tore into his part as the folk outlaw Butch Cassidy and created an instant touchstone of the genre. That Newman lent his star to a film with criminal heroes was a revolutionary act for an actor of his stature at the time, and for that it’ll likely remain his best-remembered role.—Jeffrey Bloomer

12. Sherlock, Jr.

Year: 1924
Director: Buster Keaton
You could make a highlight reel of classic silent comedy moments using only Buster Keaton’s Sherlock, Jr., and no one could justly complain. In the 91 years since Keaton made his love letter to cinema, no one has crafted a better examination of the relationship between the audience and the silver screen. Keaton plays a movie theater projectionist and wannabe detective who dreams he walks into a movie screen and becomes a suave hero—the perfect metaphor for the appeal of the movies. He plays with reality through virtuoso special effects, but also captures genuine stunts in single takes. (He broke his neck in one scene and still finished the take.) He daringly subverts structure—the conflict is resolved halfway through the movie with no help from the hero. He brings visual poetry to slapstick with rhyming gags. The laughs coming from failure in the real world and serendipity in the fantasy movie world, but the mechanics parallel each other. And he strings it all into a romp that never stops moving toward more hilarity.—Jeremy Mathews

11. The Shining

Year: 1980
Director: Stanley Kubrick
Though famously hated by author Stephen King—totaling the grand number of haters at approximately one—Stanley Kubrick’s adaptation of King’s chilling ghost story is still among the visually richest, best-paced chillers of the past three decades. Its iconic moments are among the most stolen and parodied in earnest, and Jack Nicholson’s method approach ensured nobody would ever approach him again without first checking to see if he was brandishing an axe.—Scott Wold

10. Amélie

Year: 2001
Director: Jean-Pierre Jeunet
A delicate, delicious little French trifle, Amélie is easily one of the most romantic films of the 21st century. The adorable Audrey Tautou launched herself into the American consciousness as the quirky do-gooder waitress who sends her secret crush photos and riddles masking her identity in order to make their first encounter—and first kiss—the most romantic moment of her life. Endlessly imaginative and beautifully photographed, Amélie is a film to be treasured.—Jeremy Medina

9. When Harry Met Sally

Year: 1989
Director: Rob Reiner
Easily the most beloved romantic comedy of the ‘80s, the story of Harry (Billy Crystal), Sally (Meg Ryan) and their 12-year journey to couple-hood boasts a solid script by Nora Ephron that feeds and feeds off of the unexpected chemistry between its leads. (And with each new generation of lovers watching the diner scene for the first time, another woman laughs and another man sits silently, wondering what’s so funny.)—Michael Burgin

8. Reservoir Dogs

Year: 1992
Director: Quentin Tarantino
Reservoir Dogs’ debut at the 1992 Sundance Film Festival launched not only the career of one Quentin Tarantino but an American indie genre unto itself characterized by extreme violence, profane dialogue, nonlinear storytelling and a curated soundtrack. Many have tried, but none of his imitators has achieved the visual and aural poetry at work in Tarantino’s oeuvre, particularly his magnum opus Pulp Fiction, upon whose release in 1994 newly minted fans went back to discover the aftermath of Mr. Blonde, Mr. Blue, Mr. Brown, Mr. Orange, Mr. Pink and Mr. White’s botched diamond heist (but not the heist itself). This is where it all began.—Annlee Ellingson

7. Taxi Driver

Year: 1976
Director: Martin Scorsese
Taxi Driver was Scorsese’s breakthrough: a seething condemnation of alienation—not to mention New York’s descent in the 1970s into a crime-ridden hellscape—delivered with such clinical coldness that when Scorsese’s star (and longtime collaborator) Robert De Niro finally explodes, it’s unspeakably upsetting. If Taxi Driver now feels slightly overrated, it’s only because the movie’s DNA has crept into so many subsequent filmmakers’ efforts. Scorsese grew up loving Westerns, and Taxi Driver could be his version of The Searchers—except his man-out-of-time finds no redemption.—Tim Grierson

6. Lawrence of Arabia

Year: 1962
Director: David Lean
They don’t get more epic than David Lean’s three-and-a-half-hour, seven-time Academy Award-winning biopic/adventure, which dropped Peter O’Toole in the middle of the Arabian desert circa World War I. O’Toole cemented his screen legend as vibrant hero T.E Lawrence, a headstrong British Army Lieutenant and reluctant recon grunt-turned-conflicted intermediary-turned-guerilla leader and rebel, as much at odds with his superiors as he is their professed enemy, the Turks. O’Toole is never better, nor, seemingly, more himself—a point (one of many) of debate among historians, who argued the real Lawrence’s high-profile stature was more occupational hazard than it was deliberate showboating. Little matter: O’Toole’s characterization is necessarily commanding and complex, a larger-than-life presence amid a gorgeous, Super Panavision 70-amplified expanse of sand and period detail. The sheer scale of the onscreen exploits is awe-inspiring: train wrecks, windstorms, camel attacks (!), and other set pieces specific to the exotic locales (the film was shot in Jordan, Morocco and Spain). Just as grand are Maurice Jarre’s (Doctor Zhivago, Ghost) score and the supporting cast: Alec Guinness, Anthony Quinn, Omar Sharif, Jack Hawkins, Jose Ferrer, Claude Rains. Come for the romantic spectacle, not for the facts.—Amanda Schurr

5. Pulp Fiction

Year: 1994
Director: Quentin Tarantino
Still Quentin Tarantino’s greatest accomplishment, Pulp Fiction rehashes a handful of other great gangster movies to form a modern masterpiece. In a full-circle plot of crossings and complications, the smart elick of a movie takes us on an ultra-violent and ultra-funny ride with John Travolta at his best and Samuel L. Jackson dropping F-bombs like no one else.—David Roark

4. Annie Hall

Year: 1977
Director: Woody Allen
Annie Hall is the sole best picture winner in Woody Allen’s canon. The film is also one of the best romantic comedies ever, simply because it takes the time to show all of the moments that happen in a relationship—the wide spectrum of happy and sad, of bittersweet and just plain bitter. From fighting over which movie to see, to laughing while chasing down lobsters in the kitchen, Allen perfectly encapsulates the delicate beauty found in the highs and lows of a relationship. It doesn’t hurt that his wit and humor is perfectly matched by Diane Keaton, in her iconic, Oscar-winning performance. Funny with a perceptively intellectual undercurrent, Annie Hall is an enduring classic.—Jeremy Medina

3. City of God

Year: 2003
Director: Fernando Meirelles
Country: Brazil
Language: Portuguese
Originally released in January 2003 to critical praise, Fernando Meirelles’ masterful yet brutal City of God receded from view until Miramax re-released it for Oscar consideration. And while it failed to even garner a foreign-language-film nomination that year, the alternately intense and intimate depiction of Rio’s desperate favelas has only grown in stature and power. Based on the novel by Paulo Lins (and adapted by Bráulio Mantovani), Meirelles turned an unflinching eye on a world forgotten by the wealthy and powerful, ignored by police and indifferent to law and order. City of God set the template for other shocking urban films to follow (not to mention a revival of “favela funk” by music-marauders like Diplo and M.I.A.). But whereas other cinematic studies like Gomorrah (about modern Sicily) and the documentary Dancing with the Devil only wallowed in such viciousness, this film plunged deeper, gripped harder, and yet always allowed glints of humanity into such darkness. City of God’s harrowing depiction of daily violence in the favelas exemplifies in shocking detail the Hobbesian view of life as “nasty, brutish, and short,” but the film never casts judgment. While chaos and bloodshed rule the world of protagonist Rocket and those of his generation—psychotic druglord Li’l Zé, groovy playboy Benny and solemn Knockout Ned (singer Seu Jorge, in his breakout role)—City of God elucidates an underlying symmetry, exhibiting if not poetic justice, then the street version of the same.—Andy Beta

2. Apocalypse Now

Year: 1979
Director: Francis Ford Coppola
Francis Ford Coppola’s best film without the word “Godfather” in it was the result of two years in the jungle, which led to performances that captured mental breakdown in a way that felt all too real. The update to Joseph Conrad’s Heart of Darkness was a different kind of war movie, one which captured the horror of war and the madness of Vietnam like no other before or since. See the original film or the 2001 edit with additional footage, Apocalypse Now Redux, both available on Amazon Prime.—Josh Jackson

1. Fargo

Year: 1996
Directors: Ethan Coen, Joel Coen
In exploring the unsavory implications of “Minnesota nice,” the Coen Brothers created one of the most beloved, acclaimed and quotable films of all time. “Fargo” explores the tension that accompanies polite social norms and the quiet desperations they often mask, and many scenes are awkward enough to make your skin crawl. The emotional restraint displayed by Jerry Lundegaard and Mike is a thin and disingenuous veil over yearnings for money or companionship. The foil to this, obviously, is Marge Gunderson, who just really is that nice and hardworking and downright normal. Because of her and her husband’s gentleness, the movie makes you appreciate the art behind postage stamps as much as it makes you cringe at the sound of a wood chipper.—Allie Conti