Making this year even more confounding was the fact that some movies which deserved to be on this list can't be here. Henry Bromell's Panic had been dropped by its distributor after one bad test screening. I loved the film when I saw it in April 2000, so I put it on last year's ten best list. Shortly after I did that, another distributor picked up Panic and released it in early 2001. Although it is as good as any film on this year's list, it didn't seem right to put it on two years in a row.

I tried to avoid a similar problem with Lift, a bold and compelling independent drama from DeMane Davis and Khari Streeter. I saw this movie at the Maryland Film Festival and was completely blown away. If I was including it on my 2001 list, it would rank as #2. The only reason it's not here is that there's a possibility (and, in my mind, a certainty) that Lift will find distribution in 2002. I am counting on it appearing on next year's list.

Additionally, there were a number of movies that competed for the #10 slot on my list. Narrowing my choices down was hard, so allow me to give respect to the "runners up" that didn't quite grab a slot, but were definitely in the running. They are: The Anniversary Party, A Beautiful Mind, Bridget Jones's Diary, The Deep End, Ghost World, Hearts in Atlantis, The Man Who Wasn't There, Mulholland Drive, Plaster Caster (a great documentary that deserves good distribution), The Pledge, and Vanilla Sky.

In addition to these movies, I'd also like to recognize the following 3.5 star titles: Ali, Angel Eyes, Blow, Chain Camera, Curse of the Jade Scorpion, Enemy at the Gates, 15 Minutes, Final Fantasy: The Spirits Within, Heartbreakers, Life as a House, Lord of the Rings, Monsters Inc., Ocean's Eleven, Osmosis Jones, The Others, Sexy Beast, Someone Like You, Spy Kids, When Brendan Met Trudy, and Zoolander. That's a lot of really good movies.

And finally, although it's probably nobody's idea of one of the year's ten best films, I want to honor Tim Burton's Planet of the Apes, which was as much pure fun as any movie I saw all year. In fact, I went to see it twice.

Enough with the pregame show. It's time to list my picks for the Ten Best Films of 2001:

Halle Berry and Billy Bob Thornton strike up an unexpected relationship in Monster's Ball

10. Monster's Ball - This stunner of a story was even more powerful because I knew nothing about the movie going in. Billy Bob Thornton plays a racist death row guard who softens up when he meets the wife (Halle Berry) of the man he's just executed. Both characters are in a lot of emotional turmoil and they fall in love, even though they seem like the last two people in the world who would. Monster's Ball has one of the most riveting sex scenes ever put on film as these two damaged souls abandon themselves to one another in search of something to ease the pain. As captivating as that moment is, it is nothing compared to the ending, a subtle twist that increasingly uplifts you the more it sticks in your mind. Sean "P. Diddy" Combs gives a knockout supporting performance as the doomed inmate, as do Heath Ledger and Peter Boyle as Thornton's son and father, respectively.

9. Bully - Another heavy film but, again, one that stays with you long after you've seen it. Larry Clark's bleak look at teenage apathy is based on the true story of Marty Puccio, a Florida punk who, along with several dope-addled idiot friends, brutally murdered his friend Bobby Kent. The reason: Bobby was an abusive jerk who inflicted injury on everyone around him. As in Clark's previous movie Kids, Bully feels like a documentary even though it isn't; the director makes you feel like you are eavesdropping on the lives of these wayward teens. The movie wears you down with its depiction of adolescent sex and drug use in order to create a portrait of how these teenagers lived. By getting down in the dirt, the film achieves an understanding - not a condonement, not an approval - of how these lost children could so simply choose murder as a solution. I was absolutely rattled when this movie was over.

8. Jay & Silent Bob Strike Back - The year's funniest comedy. Kevin Smith brings back the "friendly neighborhood drug dealers" from his previous four flicks to mercilessly satirize the way film geeks buzz about movies on the internet. Jason Mewes plays motormouth to Smith's silent routine, and there are cameos from Chris Rock, George Carlin, Ben Affleck, Matt Damon, Mark Hammill, and the great Jason Lee. As if that weren't enough, Smith brings back Morris Day and the Time for a grand finale performance of "Jungle Love." I laughed so hard at Jay & Silent Bob that I had to go back and see it again to get all the jokes.

7. Startup.com - This documentary perfectly depicts a phenomenon of our time: the dot-com disaster. Kaleil Tuzman and Tom Herman are lifelong best friends who started a website called govWORKS.com that allowed users to pay parking tickets and do other similar business online. Caught in the wave of dot-com optimism, the duo went from nobodies to millionaires almost overnight. Then, like so many internet businesses, they went bust just as quickly. Although a remarkable account of an online company's rise and fall, Startup.com is even more memorable as an example of what big business can do to a friendship. Once things start to go south, Tuzman betrays Herman in such a heinous manner that he easily becomes 2001's most detestable villain.

6. Shrek - How can you not love this movie? Mike Myers provided the voice of the title character, an ogre sent to rescue a beautiful princess (Cameron Diaz) with the help of a wisecracking donkey (Eddie Murphy). John Lithgow was also on board this computer-animated blockbuster, giving voice to the vertically challenged bad guy who wants the princess for his very own. I adored this movie when I saw it back in May. Now that it's out on video, a lot of my adult friends are seeing it for the first time and telling me they don't think this is a movie for kids. Recently, I popped the DVD in late one night for a second viewing. They're right! Kids love it, but this is clearly a sophisticated tale aimed at their parents. Gotta dig that kind of subversiveness.

Timothy "Speed" Levitch is just one of the modern-day philosophers in Richard Linklater's Waking Life

5. Waking Life - 2001 was a banner year for animated entertainment, and nothing topped this revolutionary effort from Richard Linklater (Slacker). Shot on digital video then animated using desktop Macintosh computers, Linklater fashioned a trippy excursion into the world of existential philosophy. A young student (Wiley Wiggins) wanders through a dream state, encountering a variety of people, all of whom freely offer their unique perspectives on the nature of reality. Some of the theories are funny, some are nonsensical, and still others are intensely thought-provoking. I've never been much of a philosophy student but the more I watched this movie, the more I got into the ideas it presents. And the animation is just gorgeous; this movie is the visual treat of the year.

4. Moulin Rouge - One word: Wow! Baz Lurmann totally reinvented the big-screen musical with this masterpiece. Nicole Kidman and Ewan McGregor mixed a period setting and contemporary tunes for a tale of love, honor, and art. Everything in this movie amazed me: the cinematography, the acting, the blending of music, and the sheer spectacle of it all. When I walked out of the theater, a thought went through my head: "I don't know how you make a movie like that." I recently picked up the special edition DVD and can hardly wait to digest all the extra features to find out. Moulin Rouge is grand in a way that few movies are. The screen just pops with mind-blowing images, while the story manages to hit you on an emotional level. All in all, a big risk that paid off mightily.

3. Memento - The Online Film Critics Society voted this Best Picture of the year (it tied with Mulholland Drive). Like my colleagues in the organization, I was blown away by Christopher Nolan's told-in-reverse revenge tale. Guy Pearce played a guy with short term memory loss trying to find his wife's killer. The catch: he can't remember anything new for more than 15 minutes or so. Memento gives the audience a sense of how he feels by telling the story in reverse order so that you constantly have to remember what you have just seen in order for things to make sense. Despite starting the story at the end, Nolan manages a few nifty plot twists (he's the only filmmaker I've ever seen who could surprise you backwards). This is the kind of movie you have to talk about a lot after you see it. As I said to the friend sitting next to me in the theater when it was over: this is one of the coolest movies ever.

2. The Majestic - Critics like to say that movies stand on their own, regardless of anything else. But the fact is that sometimes the right movie comes along at the right time. Frank Darabont's ode to patriotism and heroism comes after the tragedy of Sept. 11 only by sheer coincidence. Nevertheless, our national discussion of those issues made this film an even more powerful experience for me. Jim Carrey starred as a blacklisted screenwriter with amnesia who is mistaken for a long-lost small town war hero. As his memory slowly starts to return, his view of what it means to be "all-American" changes. The townspeople's memories of their fallen son prompts Carrey to embrace the ideals of truth and freedom. I admit that the film's ideas brought me a small measure of comfort in our new world. Not many people have plunked down money to see this one, which is a real shame. In another time, The Majestic would have been a very good movie; in our time, it is a great one.

And my choice for the best film of 2001 is:

Jude Law opens the door to a whole new world for Haley Joel Osment in A.I.:Artificial Intelligence, my choice for the year's best film

1. A.I.:Artificial Intelligence - A controversial choice, I know. More people told me they hated this movie than any other in 2001. I also got more e-mail from readers saying how glad they were that somebody else "got" it. Steven Spielberg took over this project from the late Stanley Kubrick and used the great filmmaker's notes to complete his vision. Skeptics said the combination of styles was too jarring. I say, Spielberg doing Kubrick? Who'd want to miss it? I will concede that this is not a perfect film; like many great movies, it has its flaws. However, it also aims a lot higher than most big studio efforts. A.I. basically reinvented itself every 45 minutes, constantly keeping you off-guard with its changes in tone. Initially a bittersweet tale of a robot boy who wants to be human, it evolves into a dark road trip before finally becoming a fable about the "realness" of love. I admired the way the plot kept surprising me, the way I never knew where it was headed. I admired the visual look, which creates a fantasy world that seems authentic. I admired the fantastical quality of the story that wasn't afraid to embrace big ideas. And last but not least, I admired the performances from Jude Law and Haley Joel Osment, who were both perfectly cast. Spielberg and Kubrick had little in common as filmmakers but one thing they did share was vision. This teaming of the two cinematic legends produced something so ambitious, so original, that I couldn't take my eyes off it. Unfortunately, not too many people agreed with me; The film opened big but quickly dropped once bad word of mouth spread. I'm going to make a prediction: A.I. will someday be regarded as a sci-fi classic, in much the same way Blade Runner overcame bad initial business to achieve that status.

Those are my picks for the best of the year. If you've missed some of these titles, give them a try. You might agree or disagree with my passion for them, but in every case you will at least see a movie that tried to do something interesting. Let's hope 2002 continues this trend.