2012 was considered a great film year by many people over this Oscar season and I have to agree for the most part. There have been a number of years lately where the top of my list has been deeper in films I would give an A+ to, but this year there is a deep, deep roster of great films just missing that certain something to take them into upper tier greatness.

If you are curious about why I wait till the week of the Oscars to release this list, it is so I can watch as many movies as possible to consider for this list. There are a lot of films to talk about so let’s get to it already.

Please share your thoughts on the list in the comments and if you want some more 2012 movie thoughts from the Having Said That staff, and my worst film of the year, you should look here.

Amy’s Year in Film:

Making a return visit this year is Amy, my lovely GF, who attends the majority of movies I see in preperation for this list. So without further ado:

Worst Movie of the Year:
1. The Master. You may be surprised that one of Zac’s favorite movies of the year is actually my least favorite movie of the year. See it for yourself and decide which one of us you agree with. Though I can acknowledge the movie was well made (beautiful cinematography, acting, score, ect.) I absolutely hated the characters. I don’t think I have despised characters in a movie as much as in the Master. For me, it is difficult to find something to connect with, especially if the movie is going to last 3 hours. I found it to be pretty awful.

Biggest Disappointments:
1. Hunger Games. Having read the series of books, I was incredibly excited for this film’s release. Though I enjoyed watching the film, I must admit I was quite disappointed with the film adaptation of the story. Certain aspects of the storyline deserved more attention to develop the backstory of the characters and the desolate poverty within the districts. I also felt that some of the emotion was taken out of the story by the lack of attention to detail in the film. I will say Jennifer Lawrence is an excellent Katniss and I’m looking forward to watching her in the next films.
2. Les Miserables. I had been looking forward to seeing this movie for months prior to its screening. I was incredibly disappointed with Les Miserables and actually found the film downright boring. I even caught myself checking my watch throughout the movie (a sign I was not engaged). I can recognize that the actors, for the most part, exhibited a great performance. However, their performances alone were not enough to keep me interested.

Honorable Mentions:
1. Cabin in the Woods. Though I am not usually a fan of any movies in the horror genre, this twist is worth the tiny bit of scary in the beginning of the movie.
2. Skyfall. In my opinion, this is the best Craig Bond movie yet. The cinematography is gorgeous, the fight scenes are awesome, and Craig is as sexy as ever.
3. Magic Mike. This movie is worth seeing just for the incredibly hot men stripping and dancing. However, the story-line is actually pretty intriguing. Worth the rental if you haven’t seen it.
4. Avengers. This movie was awesome: The action is amazing and best of all the Avengers kick ass. I admit that I love a great superhero movie, especially anything involving Robert Downey Jr. as Iron Man, but this movie is definitely worth seeing.
5. Bourne Legacy. I was a bit apprehensive as to how this series would fare without the gorgeous Matt Damon, but I must say Jeremey Reiner does an excellent job at carrying on the franchise. In some ways the action was better than the earlier Borne movies.
6. 5 Year Engagement. Despite my family telling me this movie described my relationship with Zac, I found it incredibly sweet even if it was predictable. The end scene made me smile. If you are in the mood for a traditional romantic comedy, I would recommend this movie.
7. 21 Jump Street. This remake is made pretty hilarious by the pairing of Channing Tatum and Jonah Hill. I laughed pretty much the entire movie.
8. Take this Waltz. Though this movie is a bit depressing, the message behind the movie really stuck with me in the weeks after viewing. Michelle Williams acting is also excellent as a woman searching for the exciting puppy love found only early on in relationships.

Amy’s Top 10 Movies of 2012
10. Jiro Dreams of Sushi. This movie satisfied my inner foodie. I found the art of Jiro’s sushi preparation and presentation mesmerizing. He’s spent his life creating the restaurant having most coveted sushi experience in the world. Worth watching if you are a foodie or sushi fan. It does make you think twice about picking up pre-made sushi at the grocery store.
9. Anna Karenina. This movie is gorgeous. I loved how the director, Joe Wright, decided to film the movie as if the audience were viewing it on a stage. The act-transitions are amazing, I’ve never seen anything like this in a movie. Keira Knightley is great as Anna in this tragedy of a love story. I admit her gorgeous dresses and jewels are worth the rental alone.
8. Sound of My Voice. This movie had me captivated from start till finish. Though you are left with a great deal of questions, the movie is incredibly interesting. I hope there is a sequel.
7. Django. I have to admit that I will literally watch anything with Leonardo Dicaprio in it. He is my longest standing crush, after all. This movie handles a difficult subject matter with Tarantino style: blood, guts, cursing, guns, and intense fight scenes. Leo doesn’t disappoint, along with the rest of the cast.
6. Silver Linings Playbook. I’m a sucker for great dance scenes and the last scene of the film is worth the wait. Even if the latter third of the movie turned into something a bit predictable, I still believe Jennifer Lawrence and Bradley Cooper are excellent in this untraditional love story.
5. The Sessions. The story behind this movie is incredibly inspiring, John Hawkes plays a man living in an iron lung seeking to loose his virginity with the guidance of his therapist and priest. The movie is hilarious and eye opening, I had not realized there were such things as “sex surrogates.”
4. 2 Days in New York. This is a follow up to 2 Days in Paris from a few years ago and is hilarious. I found myself laughing for the entire film. Julie Delpy’s writing is sharp and is made funnier with the addition of Chris Rock as her character’s partner.
3. Moonrise Kingdom. I’m a sucker for almost anything Wes Anderson, but I admit this is one of my favorites. The central story line following the two young lovers is funny and captivating. You can’t beat the classic Anderson cinematography and score either.
2. Perks of Being a Wallflower. I admit I never read this book so the story was new to me. I found the film amazing, even if it is a little sad at times. Charlie awkwardly dancing at the high school homecoming dance in attempt to make friends with Sam and Patrick is one of the best scenes of the year.
1. Rust and Bone. Marion Cotillard and Matthias Schoenaerts are phenomenal in this complex and untraditional love story. This movie has the most unique story of any movie I saw all year. Nearly every emotion runs through you as you watch this sad, yet inspiring movie.

Ok, back to Zac.

Most Overrated Film of the Year: Argo & The Raid (Tie)
Argo is about to, most likely, win Best Picture this weekend at the Oscars and it is easily my least favorite film of the nominated field. In fact, it is a mediocre film at best that is devoid of tension and disrespectful on a number of levels. The film tries to hit home the fact that it is “accurate,” but every beat meant to ratchet up tension in the third act is probably falsified. In real life they walked right through the airport with no issues whatsoever. Even worse, Affleck chooses to reinforce the angry Muslim stereotype, and the film revels in it and gives no face to an entire community of people that had legitimate reasons to be angry with our country. The opening scene is effective, but it’s all down hill from there as I found myself bored and uninterested every time we were with the hostages or Hollywood studio and the fact that Alan Arkin is getting awards buzz for this is laughable. I wanted more scenes with the CIA or at the Embassy, but those elements are barely investigated. I have loved Affleck through the good and the bad and I find it weird that I dislike his most heralded work to date.

The Raid on the other hand is a film being hailed in the online community as the greatest action film since sliced bread and I find myself befuddled with that assessment. The film is full of action, but like the film above is devoid of tension. There are no characters here and the mayhem that unfolds I was never able to connect with. There is one transcendent fight in a hallway, but that is about all I can give this film credit for. I was bored and wanted to walk out on this one about thirty minutes in and I kept asking myself why is this going on and on with no point to any of the violence whatsoever. The back half of the film is a bit more watchable, but again I never care and I remained rather restless from start to finish.

Best Scene of the Year: Freddie’s “Processing” Interview in The Master
My money for best performance of the year is on Joaquin Phoenix as Freddie Quell and this scene is the easiest way to display why. He is incredible, 100% believable and this scene is shot so simply, in a single take much of the time, letting the actors do their thing. Phillip Seymour Hoffman deserves credit as well for making this scene what it is as he is right there with Phoenix along the way. It is a scene that will be studied forever by future actors and filmmakers on the simple power of two actors and a camera. Mesmerizing and impossible to shake, seeing these two go at it has never left me since I first saw this film way back in August of 2012.

Runner Up’s: Batman vs. Bane, The Elevator Doors Open in Cabin in the Woods, Old Seth’s Downfall in Looper, “Entracte” in Holy Motors, Alien Cesarean in Prometheus, The Heist in Killing Them Softly, John Carter vs the Warhoon Horde, Mallory vs Paul in Haywire, Bringing it all to an end in Seven Psychopaths, Maggie meets ? In Sound of My Voice, Intro to The Bathtub in Beasts of the Southern Wild

Best Moment of the Year: Thor Hammers Hulk
Pure glee and joy in one simple hit that completely encapsulates why The Avengers was such a fantastic film.

The Films I Missed: This is Not a Film, Killer Joe, The Turin Horse, Once Upon a Time in Anatolia, Killer Joe, Promised Land, Kid with a Bike, The Imposter, Wuthering Heights, Natural Selection, Paperboy, Hara-Kiri: Death of a Samurai, Smashed, Middle of Nowhere, Footnote, Berbian Sound Studio

A list of films I saw in 2012.

The Just Missed: The Sessions, Pitch Perfect, Klown, Brave, Take This Waltz, Indie Game: The Movie, The Bourne Legacy, The Impossible, The Amazing Spider-Man, The Loneliest Planet, The Deep Blue Sea, Beasts of the Southern Wild

The Not Quite Sure:

Amour – This was the last film I saw in preparation for this list and I am not entirely sure what to make of it. During the first half of the film I found myself a bit restless at times and honestly was wondering what all the fuss was about. I had emotions throughout this portion of the film, but it was never because of my sympathy for the characters really, but for feelings I was thinking about my own family and having to deal with the circumstances of the film. I was even more affected in the second half of the film and that is in large part due to Emmanuelle Riva delivering an incredible performance after her character takes a second turn. I was affected more by the power of her performance than my compassion for the actual characters, again, so where does this leave me with the film? When Amour is powerful it is as powerful as most anything released this year, but I often found myself disengaged multiple times as well. Michael Haneke has created a strong film here, but I think I need to see it again before assigning final judgement. Right now it would fall somewhere in the honorable mentions.

Compliance – This film infuriated me from nearly start to finish. The problem with my emotions is that the film is a well crafted and acted piece, I just couldn’t believe the circumstances of the story. Here is where my problems with the film get even fuzzier, the events depicted are mostly 100% true. I think the film makes a couple poor choices that do hurt the film through the sensationalism of the real story; one making “the caller” a family man and not a loner in a trailer and two, making our female victim kind of promiscuous instead of a good Christian girl like she was in real life. The film follows a random caller posing as a police officer who forces people, over the phone, to humiliate and violate each other for his pleasure. It is a twisted story, but I can’t believe the stupidity put on display by the victims of the film; yet it’s all true. See it for yourself and decide, I think it is worth seeing, but I don’t know where to put it on this list; or whether it should be on it all. Either way, few films forced me to have such a visceral reaction like this one.

The Runner Up’s (In a somewhat particular order):

The Grey – There is half of a great, great movie in here and I think the other half might play much better the second time through. The first half is the one that I view as the weaker of the two, it’s a bit too focused on the wolves, but the back half of this movie is as harrowing as almost any film on this list. The cast is great and Carnahan transports you to the Alaskan tundra (it feels cold); just don’t expect a Neeson vs wolves film. The Grey might deserve to be higher up on this list, I just haven’t had a chance to see it again.

Sleepwalk With Me – Mike Birbiglia’s film is a weird, heartfelt and honest look at love and sleep disorders that keeps the laughs coming through this autobiographical journey. Birbiglia could have been a bit stronger in his performance, but he is still a charming everyman that wisely surrounds himself with an excellent cast. Fans of the comedian or This American Life might know this story by now, but I think it is a solid creative debut for Birbiglia that is more than worth the watch whether you know the story or not.

Detention – Joseph Kahn’s take on the high school comedy/slasher/romance/time travel film is as ADD as its protagonists and that is exactly the director’s intention. When Kahn finds something that works in the film he plays it for just the right amount of time and we are almost always moving on to something new and different if the film isn’t working for you. The screen is littered with little details for the viewer to absorb, or not, and it is a shame this film has gone so unnoticed this year. Help this one find an audience as it deserves more appreciation for trying something different and succeeding much more often than not.

The Dark Knight Rises – Christopher Nolan’s Batman finale might be his weakest film (never seen Following), but that doesn’t mean there isn’t a lot to enjoy here. I love Hardy as Bane, voice and all, and I think the first fight between him and Batman is spectacular. The film didn’t resonate for some reason quite like the other two, even if it is very enjoyable and re-watchable, and I don’t think anything in particular is to blame. The third act is a bit rushed and I would have loved to have seen Gordon and Blake get a bit more time defending Gotham, but the film works great as a series finale, even if it could be a better film on its own.

The Perks of Being a Wallflower – One of the best coming of age stories in recent memory is also full of fantastic performances from a bunch of great young stars. Emma Watson, Ezra Miller, Mae Whitman and Logan Lerman are all great and while there is never a whole lot of plot the film never fails to be entertaining. Perks feels authentic in the way these friendships form and fall apart and it was able to surprise me on a number of occasions with the directions it takes. The film is unafraid to get a little dark, but is still able to fill you with hope and that handling of tone is mighty impressive. Still not sure how I feel about the final couple scenes of the film and how necessary they are, but they by no means ruin anything that came before it. Who would have thought Watson would, easily, own the best performance of any of her co-stars in their post-Potter world.

Seven Psychopaths – Like The Grey above, this film might have benefited from a second viewing and a possible rise in the rankings. The film is always unexpected so it’s weird when it does exactly what it says it is going to do. The third act of the film is literally laid out for the viewer, but I found myself having a hard time adjusting to it as it was happening. The film has plenty of nice surprises throughout and getting what’s promised was a bit odd. The cast is great and I LOVE the way the film wraps up with the Monk, but I can’t help but feel a little In Bruges envy as this one doesn’t quite stack up to Martin McDonagh’s previous effort. Still very much worth the watch for its cast and original premise; a step-cousin of Adaptation.

Bernie – One of Jack Black’s best performances to date comes in this Richard Linklater docudrama that retells this true crime tale with humor and the real citizens who lived it. Inserting interviews with the actual townspeople that knew Bernie is a stroke of genius and they deliver some of the funniest lines of the year; the guy who breaks down Texas is my particular favorite. Black transforms into the title character and creates such a kind and soft persona that you can’t help but fall in love with him which in turn makes the real life interview subjects all the more believable. Linklater is always experimenting with the medium and he creates a great way to tell a story like this and succeeds in spades.

Chronicle – Found footage has become sort of a dirty word in the world of cinema, but Chronicle finds a way to wonderfully use the genre to create a superhero movie unlike any other. Dennis DeHaan and Michael B. Jordan are both great for Josh Trank and watching these guys grow in power and fall in honor makes for a compelling superhero arc we don’t see from the big boys. The film also does a very good job of weaving in the themes of high school and teenage humiliation and what that might do to someone with super telekinetic powers. Chronicle came out of nowhere this year and gave a nice injection of creativity into the superhero genre.

21 Jump Street – This played a big part of this year being dubbed “The year of Channing Tatum,” and I can’t really argue with those folks. He is hilarious in this and he is quickly proving that he is a superstar in the waiting. Jonah Hill has fantastic chemistry with Tatum and the duo keeps the laughs coming as we follow these two rookie cops through a number of misadventures. I could watch these two all day, but they weave in some fun set pieces and an amazing cameo that makes the film work well beyond the charisma of its two leads. If you skipped this one because you don’t like Tatum or are sick of Hill, you made a mistake, and I guarantee you will be a firm member of Team Tatum after seeing 21 Jump Street.

Haywire – Soderbergh does an action movie and it is a technical marvel that features some of the best fights put up on the big screen in some time. Getting MMA fighter Gina Carano to star was Soderbergh’s first great move and he followed it up by surrounding her with an A team of male actors. Fassbender, McGregor, Banderas, Douglas, Paxton and Tatum all make excellent fodder for the ass kicking Carano hands out and Soderbergh might have delivered the next big action star with this picture. While it might be an action movie, it still feels very Soderberghy and fans of the director will relish in that; I know I did.

ParaNorman – Laika’s latest is another gorgeous stop-motion effort that takes us on a weird ghost and zombie filled adventure. The title character, Norman, is left to save his town from certain destruction, but there is so much more to the story than that. There are great themes about childhood, society, bullying and more to be found in this creepy little film, but plenty of adventure and laughs as well. Any fans of animation surely shouldn’t miss this one for the craft alone, but that doesn’t mean there isn’t great storytelling as well. ParaNorman is a bit of an odd duck, but if you are willing to embrace it there are plenty of rewards inside.

Frankenweenie – Tim Burton makes his best film in years with this stop-motion reboot of his early short film that would be an excellent double feature with the film right above it on this list. The gorgeous black and white photography makes this one of the better looking films of the year, but the story between Victor and Sparky is why it works so damn well. You can’t help but love Sparky and I really appreciate the messages about science that Burton has for the idiots of the world out there delivered by the amazing Mr. Rzykruski. The third act turns into a really great horror film homage that really lets the animators show off in what is my favorite animated film of the year.

Jack Reacher – Tom Cruise brings this literary action hero, bad ass to life in one of his most fun performances yet. Reacher is supposed to be a hulking beast of a man and while Cruise doesn’t fit that description I never don’t believe his ass kicking for a minute. The film’s plot is a standard enough procedural, but watching Reacher bowl through the bad guys is a blast and McQuarrie’s direction/writing gives the viewer plenty to laugh about along the way. The action beats are also expertly constructed with one of the better car chases I have seen in a while. Jai Courtney also proves he can be a menacing presence on screen, but it is Cruise who really steals the show in one of his best characters to date.

John Carter – Andrew Stanton’s epic live action debut wasn’t even given a chance by most of the media and it’s a shame because it’s a pretty great telling of the hero’s journey. The film gets better every time I see it and I really feel like it is a great example of Taylor Kitsch’s leading man abilities. He does get one upped by the excellent Lynn Collins who is commanding as Mars’ warrior princess and she surely sent many young boys launching into puberty. The action is great, the effects are top notch and the film is fun, it’s is a shame we won’t be getting more tales from Mars any time soon; I want more Woola.

Life of Pi – The adaptation of the beloved book works wonderfully out on the open sea and features a marvel of digital technology in Richard Parker. Suraj Sharma makes a wonderful debut and is able to captivate the audience over most of the film’s run time with no one to support him besides a CGI tiger. Ang Lee’s vision is beautifully realized and the surreal imagery is marvelous to look at with some of the best 3D to date put into cinemas. The story might be a simple tale of survival but you rarely will find one more affective. Some people might complain about the non-seafaring portions of the film, but they are essential to us caring about Pi and his journey and the film would be lesser without them. See this in the theater while you still can, it looks like nothing you have ever seen.

A Royal Affair – I never imagined a period drama about 18th century politics would be so relevant to today, but that is exactly what this film is. The latter half of the film should infuriate any viewer who can see how we let religion and the wealthy control our society/government; and if that isn’t your thing there is a fine little romance at the heart of this as well. Mads Mikkelsen, Alicia Vikander and Mikkel Følsgaard are all great in the lead roles and the film gorgeously recreates Denmark through some of the years best costume and production design. The film was one of my biggest surprises of the year and has something for everyone, don’t let those subtitles scare you away.

Anna Karenina – Joe Wright and Keira Knightley re-team again for another adaptation of the Tolstoy classic and they bring a whole lot of life into this epic tale. Unfamiliar with the material, it took me a while to realize I wasn’t really supposed to be rooting for Karenina and that really changed my perspective on the film as a whole. Surely a second viewing will only increase my enjoyment of the film, most of Wright’s films work this way, but on a technical level this one is as accessible as any of his others. Gorgeous production design, cinematography and costumes fill the screen and the choice to set the film in a theater was a bold and inspired choice. Watching the camera weave through the changing sets makes this one of the greatest visual pieces of the year and one that shouldn’t be missed as the period drama’s modern revival continues to be strong as of late.

Killing Them Softly – Andrew Dominik’s follow up to The Assassination of Jesse James might not be the instant classic that film is, but it is one of the better crime films of the past few years. More of a character study than a shoot-em up picture, the film gets into the heads of these criminals and really makes you wonder why anyone would choose this line of work. The film also has a lot to say about greed and capitalism while also featuring some expected great work out of its stars; especially Brad Pitt. It might not be for everyone, especially if you go in expecting a bunch of action set pieces, but there is a grimy and raw film here that fans of the genre should respect and enjoy. This might also have the best ending line to any movie released this year.

Goon – This hockey comedy flew way under the radar, but having seen it twice I can firmly say it is one of the best comedies of the year. Sean William Scott is hilarious, sweet and brutal as the lead enforcer who goes from nothing to something and is one of the easiest to root for characters of the year. Besides being a great comedy it is also a competent sports film as well; even if it might be a bit too cliched. Liev Schreiber is excellent as the old guard enforcer of the league and the build up to the inevitable duel between him and Scott is perfectly executed. When they drop those gloves it is one of the best moments of the year.

Django Unchained – I have a weird relationship with this movie. It’s great, legitimately great. It has some of my favorite performances of the year in all four of the main leads and a number of great scenes, I just think it might be Tarantino’s worst film. It’s still great, but compared to the rest of his filmography I just don’t think it’s up to the rest. The film doesn’t quite gel, the music isn’t quite as perfect and I think it goes on a bit too long, but I promise it’s still great. Don’t miss it, it’s wonderful and I hate that I have to be so negative about it, but it’s sadly what I think most about the film right now. I can’t wait till I can move past that and can just enjoy the film at face value, but I can still enjoy it regardless.

The Hobbit: An Unexpected Journey – While it might not reach the heights of the Extended Editions of LOTR, I think the first Hobbit film is better than The Two Towers theatrically and not far behind Return of the King either. Speaking of extended editions, I can’t wait to see this film’s EE later this year as I think it will really allow the film to breathe and add some more character into the picture. I personally can’t wait for the next two films in the series (which when all is said and done will seem entirely necessary) not just because I love going off to Middle Earth, but because Martin Freeman might be the best thing to come out of these series of hobbit filled films. He is easily the best hobbit to date and I think he might give Aragorn and Gandalf a run for their money when it is all said and done. Be a hater if you want, but I am happy to head back to this world as much as possible.

20. Skyfall – I am not a Bond fan per-say, I have never seen any of the pre-Brosnan films in their entirety, but I have loved the Craig versions which have gotten better every time out. Yes, Quantum of Solace is better than Casino Royale, deal with it. Skyfall rubbed me a bit wrong the first time I saw it as all of the, “Hey look, it’s a Bond movie,” stuff really irked me for some reason. Maybe it was the fanboys sitting around me creaming their pants or maybe I was just a little upset all of these nods I didn’t care about were being shoehorned into the picture; I don’t know. It’s when I gave the film a second chance that I realized I was being quite silly getting worked up about all of that stuff, it’s barely there and instituted rather smoothly. It must have been the fanboys, but I still don’t like the ejector seat bit. What the film actually does is, sort of, reset the Bond franchise going forward, killing the old style Bond off in the opening scene, and repaving the franchise forward with a new look for this old thing. It can still have Q, Moneypenny and shaken martini’s, but we can still have a grounded and realistic plot that doesn’t dive into camp or silliness every other scene. I haven’t even mentioned the talents behind the camera either; Sam Mendes is great at the helm, Roger Deakins shoots one of the most gorgeous films of the year and Thomas Newman’s score is excellent. Craig, Bardem and Dench are also in top form here and I immediately found myself regretting anything bad I had to say about the picture after seeing the film a second time. More of this please.

19. Sound of My Voice – I am a big Brit Marling fan and Sound of My Voice is a very big reason why. Besides being mesmerizing on the screen, Marling’s talent’s behind the camera as a writer have been pretty great so far and Sound of My Voice is no exception. This story of a couple’s infiltration of a cult who worship a supposed time traveler is tense and full of intriguing mystery that makes the most out of its moderate budget. Marling is wonderful as our time traveler Maggie and the script never lets go of the tension as the couple gets deeper and deeper inside this group. Not many of you saw this one and most of you should change that, email me and we can talk about this one further.

18. The Invisible War – What we have here is a documentary about our military systems’ failures of the highest order and that is a perpetual and complacent act of sweeping sexual abuse in the military under the rug. Sure, some of our soldiers who commit these heinous acts are condemned and properly prosecuted for their crimes, but the overwhelming majority of sexual offenders go not only unpunished but their victims are often the ones that lose their careers and lead damaged lives. The film is shocking in what it reveals and you will be infuriated by the end of the picture. It is unbelievable the way many of these women are treated in the ranks and it’s made even worse when no one defends them. Our military strength is an asset to this country, but that doesn’t mean we should continue to fill it with and protect these deviants. These offenders create histories of abuse while in the service and then are never able to be brought to justice after their superior officer, or even sometimes they themselves, has their damning reports go away. Countless women come forward for this film, and even a couple men, and this is one culture of the military that needs to be exposed and changed for the betterment of not only our troops, but also because we are supposed to be better than this as a nation of people. Do not miss this film.

17. Rust and Bone – Jacques Audiard’s latest is not the instant masterpiece his last film, A Prophet, was, but it is a fantastic character study nonetheless. Outside a bit too contrived connection for our two leads to meet, it is hard to find much fault in this film. The story is loose and a bit all over the place, but watching Marion Cotillard and Matthias Schoenaerts live in their respective characters is compelling enough. Cotillard battling tragedy and Schoenaerts fighting for a chance to succeed for once in his life make an intriguing pairing and they set the screen ablaze when they are up on it together. Cotillard has been getting much of the admiration for this film, but Schoenaerts keeps with her step for step along the way. I hope he breaks into American films sooner rather than later as he has a charisma and presence that few actors are able to muster. Beautifully shot and some wonderful use of music keep Audiard as one of the most promising foreign filmmakers I would love to see a transition to the US, but regardless of the language his characters speak I will keep tuning in. Now I just need to catch up on his older works.

16. Not Fade Away – I have seen about half of The Sopranos I would say, but I enjoyed David Chase’s film more than just about anything I saw on that show. I know we are comparing apples to oranges here, but this little story about the sixties music scene and one band trying to make it to the big leagues just never stops working from start to finish. The audacity of the opening of the film, the meeting of Mick and Keith, is a bold start, but it never tries to be that big. Confined mostly to the suburbs of New Jersey, we see a lot of young people fighting back through counter culture and music and Chase creates an incredible sense of time and place. The film feels ripped from the era and it touches on a lot of social elements of the time beyond the great music. And damn is the music good. Featuring one of the best soundtracks in recent memory, the album plays like a jukebox of hits from the era. Chase expertly weaves these tunes into his narrative and they become a major part of the film itself. Also, props to John Magaro who I found rather unassuming at the start of the film, but was completely won over by the end. Jack Huston continues to be a standout and Bella Heathcote shines in a meatier part than the one she had in the abysmal Dark Shadows; she was the best thing about that film. Nobody saw this one either, so you should definitely seek it out whenever it hits home video later this spring.

15. Lincoln – Spielberg is one of my all time favorite filmmakers, maybe my top, and he doesn’t disappoint in this excellent biopic about the final few months of, what many consider, our greatest president. Focusing on this particular moment in history was a wise choice as the fight for the 13th amendment is full of intrigue and information that more than fills up the film’s run time. I actually learned a little something here as well, I never knew there was so much wheeling and dealing needed to get the votes the Republican’s needed, though I shouldn’t be surprised either. I think the family elements of the film could have been executed a hair better, but Daniel Day-Lewis and his supporting cast make most everything in this film work. But actually my favorite moments are the scenes where Lincoln gets cozy and just tells a story and Day-Lewis and Spielberg transport you into that room which is about as high an honor as you can pay a film. The ensemble for this film is also mighty impressive with a who’s who of character actors and they all come together to make a film about a bunch of white guys sitting in rooms talking riveting. We can’t forget to thank Tony Kushner for that.

14. Dredd – Never in a million years would I have expected this film to be so high up on my list, but there are few films I had more fun with at the theater this year. The action was spectacular, the 3D was as good as any other film released in the format and everyone involved knew exactly what they were shooting for. Pete Travis takes this simple concept, Dredd and his rookie partner, Anderson, must fight their way up a 200 story mega-block to survive and turns it into a fantastic character piece that has a little bit of something for everyone. Brutal violence, check. Over the top set pieces, yep. A fun sci-fi twist in Anderson’s psychic abilities, you know it. Plus, all the things that could become gimmicky, i.e. the slow-mo and 3D, are always used to expert effect and feel essential to the story Travis is telling. Karl Urban is bad ass as Dredd and Olivia Thirlby is just as great as an in over her head recruit that slowly finds herself along the way. Travis also uses and executes Anderson’s psychic abilities so they never feel cheap or intrusive to the world, which is just another sign of how firm a grasp the he has over his film. Alex Garland also deserves mention as I continue to love the scripts he puts out and there is no exception here. Can we get his Halo script made already?

13. Prometheus – Quite possibly the most gorgeous film on this list, the sci-fi epic also inspires awe and wonder with the world Ridley Scott creates. Scott assembles a great cast, featuring another incredible performance by Michael Fassbender, and takes this crew on quite the adventure. The film has been nitpicked to hell by a very loud minority in the online community, but I don’t think many of those complaints hold up very well, nor ever really bothered me. I will admit that after the amazing C-section sequence, one of the best scenes of the year by the way, the film kind of puts the pedal to the metal and rushes towards a finale (which makes me hope Scott has a director’s cut lying around somewhere), but the rushed nature didn’t really throw me. The film is always engaging and introduces interesting imagery and ideas all the way through the end, I really don’t get what this film’s detractors were getting all upset about.

12. Margaret – So I am cheating a little bit with this one as Kenneth Lonergan’s film was released in 2011, but was only made available to a very small audience in the US. It came out on Blu-Ray this past spring and after watching both the theatrical and extended cut of the film I couldn’t help but be mesmerized on both viewings. My appreciation only grew stronger the second time around as Anna Paquin surely turned in one of the best female performances of that year. Lonergan also does a great job of bleeding in the world around Paquin’s Lisa, making her “drama” feel just as inconsequential to everyone else as their’s is to her. That doesn’t marginalize the story to the viewer though as Lisa is an incredibly interesting character to watch as she interacts with her family, teachers and schoolmates; I couldn’t turn my eyes away. This is in large part to Paquin’s work, but Lonergan surrounds her with an incredible supporting cast, both young and old, that I could easily have watched even longer than the film’s already near three hour run time. Another one of those films on my list no one really saw, but if you are a fan of Paquin, or just a good old fashion character study, this one shouldn’t be missed.

11. Cloud Atlas – Wachowski Starship & Tom Tykwer took a supposedly unfilmable novel and did the impossible by creating one of the most unique storytelling mechanisms ever thrown up on screen. Inter-cutting between six separate stories, their overlapping themes with one another allows for a story that might stick with one segment for only a moment at a time yet you will never feel lost or out of place. As each story works towards its own conclusion we bounce back and forth through every story and they help lift each other to a level that works as a narrative through line that covers the whole film. I’m spending too much time explaining how it all works, but it works so well you never even notice while watching the film. With cast members playing multiple characters across all the stories only adds another interesting wrinkle to the film and really showcases some of the range of these actors. Crazy cross cutting and multiple parts aside, the film is just gripping from the opening sequence and I gave myself over to this story for its full three hours. The film has everything, and promises as much, and the fact that this film works at all is an accomplishment in its own right. Thankfully for us it works really well and is only more rewarding on future visits.

10. Looper – Rian Johnson is one of the best directors working today and he has achieved this accomplishment after only three films. Finally breaking through to the mainstream with the excellent Looper, Johnson takes us into a futuristic world of telekinesis and time travel that is so rich I felt cheated we only get one film in it. The stuff on the farm is a departure from the beginning of the film, but that doesn’t mean it doesn’t work; it works great. Johnson defies your expectations by taking us somewhere completely unexpected in the film’s latter half and it is a testament to how much control he commands over his films. Joseph Gordon-Levitt is excellent as Young Joe and the way he is able let Bruce Willis bleed through his performance, without ever feeling like imitation, is a marvel to watch. This is my favorite work by Levitt yet and he is given some great company in Emily Blunt and the aforementioned Bruce Willis who are also both in top form. Willis is a revelation compared to some of his recent work, willing to go places we have never really seen him go, while Blunt becomes a bad ass heroine that I never knew she had in her. The film’s twists and turns will keep you on your toes and the film doesn’t pull any punches along the way. This one might continue to crawl up this list as the years go by and I see the film more and more, but as it stands now it might already be Johnson’s best film yet; that is certainly saying something.

9. How to Survive a Plague – This documentary about the underground AIDS activism during the height of the disease’s crisis and it takes us from the basements of NYC all the way to the highest levels of government. The film is as informative as it is entertaining and it will hold on to your attention from the first frame. Where did they get all this footage? I don’t know, but the picture is filled with archival material from countless meetings and protests that would be impressive to see independently on their own right. Where this film jumps to such great heights is director David France’s ability to assemble this into such a compelling narrative that never wastes a minute while being able to be emotionally effective, humorous and informative in a coherent way. The film is even able to layer in a couple of genuine shocks and twists for those that are unaware of this movement’s history. The film is so successful because it is so accessible in that it is able to talk about the inner workings of the groups ACT UP and TAG, the science of the virus and the political game these people were forced to play without ever losing its viewer. It creates heroes for you to root for and I find it hard to believe anyone could watch this film and not be impressed and/or shaken to their core by people like Peter Staley, Larry Kramer and Bob Rafsky. They are only a few of the amazing people featured in this documentary which is one of the most powerful features of the year.

8. Girl Walk // All Day – This feature length music video from Jacob Krupnick, set to Girl Talk’s All Day, is pure joy in film form and features one of the best performances of the year in Anne Marsen. It really has to be seen to be believed, but I have watched this film multiple times now and it has never once gotten old. The music mash-ups by Girl Talk are infectious and Marsen’s ability to translate that into dance and inspiration is exhilarating to watch. The film is gorgeous as we travel all over the NYC area and we get to see countless faces and personalities along the way. The film even finds some interesting narrative through lines throughout and Marsen shows off quite a bit of range without uttering a word. Great dancing, excellent music and lots of fun are to be found in this film and best of all you can watch it right now for free on Vimeo! Go do it already.

7. Holy Motors – This is the most unique entry on this list and probably deserves to be higher. I have only seen it once, but it has slowly moved up my list mainly because I have thought about it at least once a day ever since I saw it. The film’s episodic nature easily allows for the film to jump genres, but it still has an incredibly engaging through line that I still haven’t quite figured out. That isn’t to say that hurts the film, the WTF nature of everything that our protagonist, M. Oscar, goes through is actually what makes the film so interesting and writer/director Leos Carax is full of crazy ideas and imagery for you to chew on. The film reaches the level that it does partially because of its insane brilliance, but I think it doesn’t work without the incredible Denis Lavant. Lavant is incredible in this film, taking on multiple disguises as M. Oscar and shows more range than just about any performance thrown up on the big screen. Bizarre and unpredictable, Holy Motors is a one of a kind film with one of the best performances you will ever see, seek it out.

6. Moonrise Kingdom – Wes Anderson is high in the running for my favorite director and this is his most Wes Anderson-y film to date. That doesn’t mean it’s my favorite film in his repertoire, that is a tough title to claim, but this one gets better with every viewing like all of his films. The kids, played by Jared Gilman and Kara Hayward, are fantastic and Anderson surrounds them with a few regulars and a lot of new faces to support them along the way. Bruce Willis in particular is fantastic as the local sheriff and he plays a character unlike any he has ever played in his career; and I love it. Anderson’s craft has rarely been sharper, probably only his previous effort Fantastic Mr. Fox seemed more fitting to his style, and the world he creates here feels more his own than any of his other films. Alexandre Desplat’s score is one of my favorites this year, he has a knack for doing that lately, and Anderson’s musical ear is as sharp as ever in his soundtrack pairings. This might be Anderson’s most accessible film to date, but I don’t think this is going to win over any Anderson haters either. Still, if you have enjoyed Anderson’s work ever in the past and for some reason missed out on this one its a perfect film to jump back on the bandwagon.

5. The Avengers – I have really enjoyed all of the Marvel Studio films in their Phase One initiative, but I was unprepared for how much I would love The Avengers. I think we have to primarily thank Joss Whedon for that whose script, even more so than his direction, is the reason this thing works so well. Sure the set pieces are great and the final battle that fills the back end of the film is awesome, but it’s the character banter and interactions that make the film so damn good. Whedon balances the giant cast perfectly, giving everyone their moments to shine and never wasting a moment along the way. The film most importantly makes the whole universe better going forward lifting all the talents involved to higher levels for their respective future outings and setting up Phase Two for a lot of potential. The fights between fellow Avengers and the climatic final battle are some of the best action set pieces of the year and I can’t wait to get these guys back together again in a couple years. Is it 2015 yet?

4. Magic Mike – Steven Soderbergh is, yes another, one of my favorite directors of his era and this throwback character drama brought the ladies in with the sex and kept the cinephiles around with his perfectionist craft. The film is a technical marvel, but the characters are just as compelling. Channing Tatum is great in the lead role, cementing his leading man status, but it is Matthew McConaughey who steals the show. Probably his best performance to date, the role is meta in that he embraces everything that people associate him with and turns them up to 11; using them entirely to his advantage. He is weird, creepy, hilarious and commands the screen as well as anyone ever has. The story might be a bit familiar, but the setting and Soderbergh’s direction set it apart from the pack. I feel like this would be an excellent double feature with Boogie Nights and while it doesn’t reach that film’s greatness it is certainly one of my favorites in Soderbergh’s filmography. Let’s hope this isn’t one of Soderbergh’s last films like he says it is.

3. Zero Dark Thirty – I wasn’t as high on Kathryn Bigelow’s last film, The Hurt Locker, as everyone else was, but this one I am in 100%. The methodical nature of Mark Boal’s script comes out through the character of Maya in my favorite female performance of the year. Chastain carries the picture with ease and the fact that the film’s investigative side is more entertaining than the excellent raid on Osama Bin Laden’s compound is a testament to the power of the film. This untold story about the eight year long manhunt shows how much perseverance, luck and tragedy Maya and her colleagues had to go through to make this happen all while respecting the bureaucratic red tape it takes to pull off something like this. Sure they could easily have sensationalized this story and made a more heroic tale, but the final product feels honest and accurate and that is all one could hope for in a story like this. This film fits along side Fincher’s Zodiac as a piece of narrative film journalism at its very best and will surely go down as one of the most important movies of the post 9/11 era.

2. The Cabin in the Woods – I am not a fan of gore and horror films for the most part, but this one works for me entirely. This is partially because the film is having a lot of fun playing with the conventions of the genre while reveling and using the best of them to their full advantage. Drew Goddard and Joss Whedon’s script is brilliant, hilarious and full of thrills and this is largely the reason for the success of the film. The film is full of twists and turns, constantly defying your (and the genres) expectations, but it is the incredible final act that makes this film one of my all time favorites. I am still not going to spoil it for you, but if you skipped this film because the trailer looked generic or you thought it was going to be too scary, you missed out on one of the craziest things ever put on film. Goddard is instantly on my never miss list after this stellar debut.

1. The Master – Well, Paul Thomas Anderson is another one of my all-time favorite directors (I know, again) and this is quickly making a run at being my second favorite film in his filmography. It is PTA’s most plotless film, but its characters are so incredibly deep and engaging that I couldn’t care less. Besides the characters being incredibly interesting, they are portrayed by three of the best performances of the year. Joaquin Phoenix is incredible as Freddie Quell, one of the best performances I have ever seen, as he becomes this character. He is unpredictable and authentic every step of the way and I found it impossible to look away from the screen whenever he was on it. Hoffman is almost equals Phoenix, possibly delivering the best performance of his career, and he does so by being something completely different than Joaquin’s Quell. I buy Hoffman as the leader of The Cause and understand 100% why he has found the following he has. I think Hoffman is at his best in Lancaster Dodd’s moments of weakness in the later half of the film, only to have put his shit back together by that final scene. Amy Adams is also sneakily great behind these two leads and she is really shines behind close doors with Hoffman’s Dodd. As the possible driving force and brains behind The Cause I didn’t really notice her till the second time around, but she is as arresting as the men who are unfairly getting most of the focus. Anderson is at the top of his game when it comes to his craft and his team has produced one of the most gorgeous films of the year. I managed to see this in 70mm in one of the earliest screenings and it was mind blowing how great this film looked. I can’t wait to consume this film over and over again as the years go by and I think it might slowly find itself alongside Boogie Nights as my favorite film of PTA; which would make this one of my favorite films of all-time.

Thanks for reading guys and be sure to check out an Oscar breakdown!