Every year you'll see a bunch of critics complain how it has been "dreadful" or how "compiling a 'best of' list was particularly difficult this year.'" Not me--I had so many candidates I found worthy of consideration that I made an honorable mention list to accompany the top 10. Standard disclaimers apply here--the order is ultimately somewhat arbitrary and is liable to change on a given day--but here goes:

BEST MOVIES OF 2002

1) Gangs of New York
This is the clear-cut film of the year, combining ambition with results, message with entertainment, the sacred with the profane--OK, let's just say that long after the budget hype surrounding this movie dies down, it will be remembered as an important work.

2) Adaptation
Charlie Kaufman's brilliant script works not only as a clever gimmick but as a more profound statement on love and other important human concerns. But don't let a BS line like that drive you away--this film, thanks also to Spike Jonze's direction and this year's Most Valuable Cast, is a thrill ride entertaining enough for those who don't want to think about it.

3) About a Boy
An excellent adaptation that supplied humor and genuine emotion without resorting to cheap shortcuts or conventions. If Hugh Grant ever really needed to "prove himself," well, he did here. And who would have thought the Weitz brothers (of American Pie fame) could have shown such a delicate touch?

4) Kissing Jessica Stein
The best outright romantic comedy of this year or recent years, for that matter. A witty and revealing script is brought to life by charming performances that avoid what could have easily degenerated into sexual or ethnic stereotypes.

5) One Hour Photo
Robin Williams got a lot of attention for going "dark" in 2002, but while Insomnia (keep reading) and Death to Smoochy (a narrow miss on my Worst of 2002 list) got all the ink while Mark Romanek's impressive feature film debut got shafted. Williams' performance is essential, but only one component of this disturbing, haunting portrait of loneliness and obsession.

6) The Kid Stays in the Picture
I can confidently say this year was loaded with fun documentaries, and I didn't even see the much-publicized Bowling for Columbine. The most dazzling of the year was this big-screen version of producer Robert Evans' autobiography. A lot of it may be slanted at best, BS at worst, but it sure as hell makes for compelling viewing. A must for anyone interested in classic Hollywood.

7) About Schmidt
Alexander Payne's comic drama has almost been overshadowed by the outstanding star performance of Jack Nicholson. Well, Jack is in just about every scene and is as good as hyped, but let's not neglect Payne's keen hand, both in direction and co-writing the script, as well as other fine performances by Kathy Bates and Dermot Mulroney.

8) Insomnia
This thriller solidified Christopher Nolan's status as a top-notch filmmaker. The remake provided a different take on the already well-received 1997 original and was boosted by an Al Pacino performance that was less over-the-top than some of his recent efforts but no less fascinating to watch.

9) Changing Lanes
The trailer made me think this would be a cheesy B-movie. Yet it was actually ABOUT something. The film's dissection of morality made it one of the most thought-provoking movies of 2002 and probably the biggest surprise for me personally.

10) Confessions of a Dangerous Mind
George Clooney's ambitious, clever directorial debut skillfully brings us another great Charlie Kaufman script which explores self-loathing and internal deceptions. Many thought the movie could have been directed by Steven Soderbergh. I think George should take that as a compliment.

I thoroughly enjoyed each of those movies, but it was physically painful to leave some others off. On any given day, one or two of these were on my list and could return there again. Here then, in alphabetical order, are my Second Ten of honorable mentions:

• Cat's Meow: Even older-school Hollywood than the Robert Evans story, but even more "scandalous."
• Comedian: Engrossing documentary that happens to be really funny.
• Frailty: Another directorial debut--from Bill Paxton--cheats a bit but is audacious and chilling.
• Lilo and Stitch: How can "traditional animation" be dead if movies like this are still being created?
• The Pianist: Harrowing tale dramatizes some of the worst stories we've heard.
• The Rookie: Maybe the most heartwarming, old-fashioned movie of the year. Crank it up on DVD when spring training arrives.
• Signs: All you "plot hole" criers: it was Holy Water! Get over it!
• Standing in the Shadows of Motown: Brings some of the best music of all time to life--not that it needed resuscitating, but you know what I mean.
• Star Wars: Attack of the Clones: The dialogue wasn't that bad, only one or two of the performances were, and as visual spectacle this was more impressive and downright FUN than anything in The Two Towers.
• We Were Soldiers: Yeah, that's right--We Were Soldiers. Randall Wallace's Vietnam-era movie certainly wore its heart on its sleeves, but I say there is nothing wrong with a patriotic, unabashedly sentimental war movie when it is done skillfully--even if it's about a war about which it isn't fashionable to discuss "heroism." This is probably my "#11" movie as it was the last one I eliminated from the main ten.

20 fine movies to enjoy and remember in years to come. This year I thought I had avoided enough crap in the theaters that it would be difficult to compile a worst list. Boy, was I wrong. Perhaps this list is comforting in a way because without the very bad, we would not appreciate the very good. Tell that to the poor saps that paid to see Pluto Nash. Once again I must give the caveat that the order is not necessarily set in stone, and furthermore, there are likely a bunch of terrible movies that didn't make the list only because I didn't suffer through them.

WORST OF 2002

1) Scooby Doo
Or Scooby Excrement, as I called it. Let's face it, worst lists like these are usually political in nature--some critic's way of making a point or revealing a grudge. This movie opened so big and got so much attention it deserves the top spot if it influences anything made after it. A terrible, terrible movie.

2) Queen of the Damned
Maybe the most boring, pointless effort of the year. Sorry, Aaliyah fans, but at least her music can be her legacy. I think this might be number one if I had seen it in a theater. Being on a comfortable sofa at home eased the pain somewhat.

3) Two Weeks Notice
Another political choice--this movie was indeed ineptly made in all aspects, but I put it up so high because it took the no-brainer idea of pairing Sandra Bullock and Hugh Grant and turned it into a no-brain movie.

4) Life or Something Like It
Speaking of wasting talent, check out--or rather, don't check out, this Angelina Jolie vehicle. Remember when we were all wondering how Billy Bob could be so stupid as to abandon Angie and their newly adopted child? Well, did anyone enter this movie as evidence?

5) John Q
Speaking of political, this film made us sit through inane situations, cliched characters, and poor performances (only Denzel Washington salvaged this) in order to tell us HMOs are evil.

6) Van Wilder
God help us if Ryan Reynolds somehow becomes a comedy "star." When a movie sells itself by spotlighting a dog's testicles, you know something's horribly wrong. This is Exhibit A in how tasteless comedies need some COMEDY to go along with the tastelessness...

7) The Sweetest Thing
...and this is Exhibit B.

8) Sum of All Fears
I can't believe more critics didn't crap on this one. The ridiculous story made XXX seem like a documentary. The only notable scene in the movie was a nuclear explosion that, even setting aside the queasiness it inspired after 9/11, was essentially discarded within the film--just another set piece, basically. Horrible extension of the played-out Jack Ryan franchise.

9) Bad Company
What do you get when you combine Anthony Hopkins with Chris Rock and--well, do just about nothing with them? Don't worry, if you're producer Jerry Bruckheimer and director Joel Shumacher, you can find a way to bring it down to the level of offensively bad instead of merely bland.

10) The Time Machine
There wasn't anything that made me want to claw my eyes out, but it definitely inspired in me the dreaded question as credits rolled: "Is that IT?"

Dishonorable mention goes to: Soderbergh's Full Frontal (let's be thankful George Clooney didn't use THIS as a blueprint) as well as the shabby Tadpole, The New Guy (only saved from a spot on the Worst 10 by Eliza Dukshu's gratuitous trying-on-hot-outfits scene), Buying the Cow (would be higher if anyone actually saw this straight-to-video clunker) and of course, My Big Fat Greek Wedding. More on that last one in our Worst of Entertainment feature.

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