by MATTHEW HAYS

1. Mystic River Clint Eastwood appears to have recovered from dreck like Space Cowboys. Here, in a stunning comeback from someone most had assumed had seen his finest days long gone, comes his best work since Unforgiven. Again, people are rightly talking about a best-picture Oscar for the film, a cautionary meditation on vigilante justice and revenge that, given current American foreign policy, couldn't be more timely. Mystic River also boasts three of the most incredible performances I've seen in one movie in a helluva long while: Sean Penn, Tim Robbins and Marcia Gay Harden. Brutal, but not to be missed.

2. American Splendor Consummate oddball and comix author Harvey Pekar is brought to life very cleverly in this part-drama, part-comedy, part-documentary biopic. Told both subtly and with gentle humour, the film was rightly a hit at Sundance.

3. Elephant In what must be some kind of bizarre precedent, one year after Bowling for Columbine shook up Cannes, another film inspired by the horrific school shooting would take the fest by storm. Elephant offers few clues as to precisely what would make a couple of teens gather up a bunch of guns and ammo and blow the hell out of their teachers and classmates. Filmmaker Gus Van Sant's canny use of non-actors pulls us into his universe. There's scant judgement here, just a non-linear retelling of a day in the lives of a high school. Van Sant clearly enjoys working with young men and never misses a chance to ogle them with his camera.

4. Lost in Translation Okay, so this one got a wee bit overrated, but Sofia Coppola's sophomore effort deserves a ranking on this list. Bill Murray builds up the yuks while also showing us his ability to fire up the poignancy. Coppola and hubby Spike Jonze have just announced their split, and it's impossible not to think that the superficial photographer husband in the film just might have been inspired by Jonze himself. I liked this film, but far, far better, was her debut, The Virgin Suicides. Critics and the Academy should have been singing Sofia's praises back then.

5. The Fog of War Errol Morris's documentary, based on the book by Robert McNamara, is as downright frightening as it is fascinating. As a crucial part of two White House administrations, McNamara witnessed some key points in 20th-century history, including the Cuban Missile Crisis and U.S. involvement in Vietnam. Morris was rightly annoyed that the film wasn't released sooner, as he felt the many parallels between U.S. policy then and now needed to be made part of the moviegoers' consciousness.

6. Capturing the Friedmans Another too-good-to-be-true documentary, about the Friedman family, headed by a mysterious patriarch who is convicted of child molestation. Strange, funny and disturbing, as much about a family and an unsolved crime as about the media circus surrounding them.

7. 28 Days Later and Alien: The Director's Cut Danny Boyle returns in fine form (after a couple of duds) with this spot-on zombie movie. Contagion takes Britain, as some odd form of rabies sweeps the populace, leaving them insane and craving the flesh and blood of the uninfected. Enter a few of the latter group, who must band together and protect themselves from the bloodthirsty mob. A neat twist at half-time keeps the plot evolving cleverly. An excellent horror movie in a year full of duds; Boyle cites Alien as one of his main influences for the film. Cue next in line: Alien: The Director's Cut Ridley Scott's '79 horror now stands as a masterpiece, a film so creepy and unnerving it sends shivers up and down the spine even after 278 viewings (take it from me). Cast as the central figure, Sigourney Weaver took female characters where they had never gone before. Our movie universe hasn't been the same since. This cut includes some neato scenes that indicate clearly where James Cameron got much of his inspiration for the '86 sequel.

8. The Brown Bunny and Twentynine Palms Alternately sleazy and weird, these distributor-challenged onscreen orgies of blow jobs and bust-ups make for great viewing (if not always great cinema). You've got to hand it to directors Vincent Gallo and Bruno Dumont, they've got chutzpah, and, if far from perfect, these two movies are undeniably affecting in their collusion of sex and violence.

9. House of Sand and Fog Ben Kingsley will, at very least, be nominated for his role in this film, about an Iranian émigré (Kingsley) who clashes with a wayward alcoholic (Jennifer Connelly) when he buys the home she's been mistakenly evicted from. Yes, it's a bit too obviously headed for tragedy from the get-go (see also Cold Mountain - both films have characters who clearly have targets painted on their asses from the moment they first appear), but first-time director Vadim Perelman does adeptly build the when-worlds-collide suspense.

10. Kill Bill Vol. 1 Okay, so this one almost didn't make it to the list. I suppose after being disappointed by the response to what is probably his most thoughtful and measured film, Jackie Brown, Tarantino just decided to give good surface. Loads of fun, this is still, without a doubt, a pretty bloody superficial feature.

… and the film fiascoes of 2003

1. The Life of David Gale Well-meaning but ultimately misguided, this film had Kevin Spacey a victim of the death penalty. Audiences would emerge so confused they weren't be able to tell what happened, let alone what end of the debate the filmmakers were on.

2. Boat Trip If only this film had been full of nasty gay stereotypes. At least then it might have been stimulating to watch. Cuba Gooding, Jr. plays a straight dude who inadvertently gets booked on a gay cruise ship - horrors! Hard to believe that the Oscar-winning actor's career has sunk this low.

3. The Real Cancun This is supposed to be better (i.e. full of censored stuff they can't show us on TV) than the televised versions of reality TV? Who cares about these desperately dull people?

4. Hollywood Homicide There's something downright embarrassing about Harrison Ford trying to play comedy. The man is not a comic actor and never will be.

5. Freddy vs. Jason So what was I expecting? Still, the combo platter featuring both franchise icons could have been played for some intriguing laughs and a cogent set-up. H20 didn't entirely suck, and this one didn't have to either. Stay tuned, next year Alien vs. Predator will match up franchises once more.

Meanwhile, in Purgatory…

Charlie's Angels: Full Throttle So what happened to me? I hated the first one, but decided to sit back, relax and get in touch with my inner angel. He doesn't exist, so I just had to try and enjoy this thing. And I did! Who knew? Great music, silly stunts, kick-ass chicks. Having said all of this, I appear to be the only person on the planet who actually liked the second Charlie's Angels movie. Rent at your own risk.

Hulk Ang Lee's take on the comic book greenie got trounced at the box office. Go figure - I actually thoroughly enjoyed where he took the action figure, in a movie where the CGI was used logically and competently. Quite notably, it is also the first studio film in a post-9/11 world to depict the U.S. government and army as innately corrupt.