10. The Dark Knight

The second-highest grossing film of all-time has its flaws but must be commended for its ambition. Yes, it has a convoluted plot. Yes, Bale's Batman's voice is painful. But its reach and influence is undeniable. For better or worse, the superheroes we see in the future will be more based in reality and further detached from their comic-book origins. What Frank Miller's The Dark Knight Returns did for superhero comics is what Chistopher Nolan's film will do for superhero movies. I have to commend a big summer action film that ends on such a dour note and I'm always left wondering if the film's legions of fans find it sad for the same reason I do—not because Batman is making himself a martyr, but because he and Gordon are acting as fascists and treating the people of Gotham like children who need to be told something pretty.

Oh, and Heath Ledger's pretty good too. Maybe he'll win an award or something.

9. Man on Wire

The fact that I fell in love with some pompous, self-absorbed, borderline-pretentious French wirewalker is some kind of miracle but it happened. Director James Marsh's tale of Philippe Petit's artistic crime of the century to wire walk between the Twin Towers in 1974 (then the highest buildings in the world) deftly balances between insane and magical. Framed as a caper and using not re-enactments as much as Petit's own footage, it's a breathless story where you wonder not if Petit will get away with his scheme, but if he'll survive. That's quite an accomplishment since he's telling the story in the modern-day.

8. Burn After Reading

The comedic mirror of last year's No Country for Old Men, the film comes up with the same conclusions of the world as a random and unforgiving place, but it does so with a delightfully madcap streak of dark comedy. Like the Coens' earlier film, The Big Lebowski, I believe Burn After Reading is going to be a highly-rewatchable film with new favorite bits that rise to the surface on repeat viewings. I also believe that if Heath Ledger hadn't come along and re-defined a sixty-year old comic villain, then the kids may have dressed up as Brad Pitt's unforgettable Chad Feldheimer. Top it all off with a punch-to-the-solar-plexus satire of our "Intelligence" Community, and you see that we're witnessing the next phase of the Coen Bros. excellent career in a film that is undeniably their style and yet something exciting and new.

7. Son of Rambow

Whenever I recommended this movie to people, I had to note that "Rambow" was spelled with a 'w', otherwise I got a resounding no thanks. That little 'w' makes the difference between studio cash-in and a heartfelt tale of a friendship formed between two young boys, outcasts in their own families and finding brotherhood in filming their own take on First Blood where they're no longer the viewers; they're the heroes. More encouraging is how that brotherhood is tested as the family expands to include new characters, new crewmates, and all the nonsense that happens when a picture gets away from its filmmakers. Captured with boundless imagination by filmmakers Hammer & Tongs (aka Garth Jennings and Nick Goldsmith), Son of Rambow is a film that beautifully taps into a love of filmmaking and finding friendship.

6. Iron Man

If there are only two choices between the dark-n-gritty realism of The Dark Knight and the fun-and-flighty Iron Man, I hope more superhero movies will go with the latter than former. Ideally, I'd like whatever tone is best for the character and the story but I know had more fun with "Iron Man" and there simply was no better casting choice than Robert Downey Jr. He's getting all the notice this year for his supporting role in Tropic Thunder and while he does deserve all the credit he receives for a dude playing a dude disguised as another dude, as Tony Stark, Downey actually improved upon the comic character in its big screen debut. As Stark, Downey was fun, witty, sharp, but also reserved, introspective, and remorseful when the situation called for it. He may have copped to being Iron Man, but he's actually better.

5. The Curious Case of Benjamin Button

On a technical level, the merits of Benjamin Button are undeniable. All future old-age make-up will have to live in this film's massive shadow. As a story, that's where there will be some room for debate. Some have leveled the criticisms of the film being too cold and too distant. But where some have seen distant, I have seen quiet and where some have seen cold I've seen subtle. Benjamin Button doesn't wear its heart on its sleeve but it unmistakably has a heart. It's not just a life-story but a life-long love story and it's where the collision of love and loss collide that Benjamin blossoms and becomes a beauty of a film.

4. Hellboy II: The Golden Army

The best action movie of the year didn't make the most money at the box office or even come inside the top ten. What it did do is bring Guillermo del Toro's artistry of Pan's Labyrinth to a superhero template and went far beyond where most action films dare to tread. He ended a set piece on a sad and contemplative note with the defeat of the Forest Elemental. He took us to a world unlike any we'd seen before with the Troll Market. He contemplated the conflict between the fantastical and the mundane and where a demon, sent to destroy us all and instead working as our protector, finds a new destiny. GdT did all of this and more with Hellboy II and while I respect The Dark Knight and Iron Man, Big Red easily bests them both.

3. The Wrestler

Just from playing Bruce Springsteen's eponymous song, all of the emotions from Darren Aronofsky's latest heartfelt story come rushing back. The emotions of a tragic figure whose survival as an individual and human being depend on being destroyed for the pleasure of a crowd that craves the fantasy of a superman and none of the reality of what happens when that superman has to hang up his cape for the day and put in the hearing aide. Watching Randy "The Ram" Robinson struggle mightily to find his place in the real world is moving, tragic, and extraordinary. I hate to use the phrase "You didn't get it," but if you don't have tears in your eyes by the time The Boss' song starts playing, then you didn't get this movie. That or you're dead inside. Your choice.

2. Slumdog Millionaire

Call it a fairy tale. Call it a love story. Call it a Bollywood flick. Call it an unflinching look at poverty. Call it whatever you want but what's important is that you see it. Danny Boyle unfucked himself in the best way possible after last year's third-act-failure-pile Sunshine by telling a love story through the brilliant framing device of questions on the Indian version of Who Wants to be a Millionaire? There's the beautiful irony of Boyle's film that a boy who has lived in poverty all his life could care less about the money he's about to win; he only wants the girl. Everything in this movie downright works, from the cinematography to the soundtrack from the unbelievable performances from the trio of young actors playing the main characters as children. There are so many wonderful things happening in this movie that you can't wait to see it again. And that's my final answer.

1. Wall-E

Whenever I tell people this is my favorite movie of the year, they laugh. I think it's strange to have a critic, the known staunch supporter of the year-end Oscar-bait of weighty epic drama, stand behind what's seen as a kids movie. I get that. But I would ask those who scoff to take a second look at this little robot and find that Pixar has told a story as rich as film where the "For Your Consideration" ads were being cranked out before the sucker was even released. The love story is moving, sweet, and heartfelt which is pretty remarkable when you consider its between a trash-compactor and an iPod. The sci-fi does what all great sci-fi does and delivers a message through a futuristic element but it's never so dark, snarky, or embittered to make you feel like you're being scolded. Wall-E is effortlessly thoughtful, touching, sweet, funny, and it doesn't matter if he's on our arid, dying planet or in the heavens of the axiom, spurring giant blobs of people to action. You can't give acting awards to pixels and that's a shame because through him the movie becomes one of the best love stories, best sci-fi stories, and the best movie of 2008.