10. Sicko: As infuriating as Michael Moore can be, he asks the right questions and asks us to be accountable. Worth commendation are the documentaries analyzing the Iraq War from Iraqi citizens and troops' perspectives laying bare the true tragedy of this administration's lies and policies.

9. Lust, Caution: Ang Lee's somewhat tortured but nonetheless captivating and gorgeous story of intrigue in WWII Shanghai.

8. I'm Not There: Bravura filmmaking, not always coherent but Todd Haynes creates challenging and heady work.

7. Michael Clayton: For the sheer delight of watching a capitalist frenzy unfold with great performances (George Clooney, Tom Wilkinson, Tilda Swinton) and riveting dialogue.

6. Into the Wild: Sean Penn's translation of Jon Krakauer's novel into a joyous and cautionary film. Chris McCandless seeks authenticity with the joy of youth and a tragic mistake.

5. The Great Debaters: For Denzel Washington's critique of racism and sexism in all its past and present guises.

4. There Will Be Blood: Epic and hypnotic as the film is, Daniel Day-Lewis' performance redefines charismatic screen presence.

3. No Country for Old Men: The Coen brothers terrifying and brilliant work. The performances by everyone-Javier Bardem, Josh Brolin, Tommy Lee Jones, Woody Harrelson-are breathtaking. The nerve wracking silences and sound effects should make every director rethink their sound track.

2. The Diving Bell and the Butterfly: director Julian Schnabel's imaginative translation of Jean-Dominique Bauby's novel into exhilarating cinema. Bauby's movement toward death celebrates life exuberantly as he discovers what really matters.

1. Away from Her: Julie Christie and Gordon Pinsent in a heartbreaking story. Christie's Fiona Anderson knows she's slipping into dementia, commits herself to an institution, and husband Grant must readjust his life. It's an homage to love, loss, and the most crucial element of all: compassion.

So here's to the cinema of 2007 with high hopes for 2008.