THE INCREDIBLES (US, Brad Bird)
2004 will be remembered for a few good films and no really great ones. (Behold its lackluster Oscar competition.) But I'll start this list with what seems to be a tradition now - a Pixar movie. The Incredibles feels fresh thanks to non-Pixar writer/director Brad Bird's retro stylistics and humane take on superheroes, as well as former video game composer Michael Giacchino's breakthrough score.

MAYOR OF THE SUNSET STRIP (US, George Hickenlooper)
In a year rife with documentaries, one of the most little-seen was this LA-centric portrait of gnomish radio DJ Rodney Bingenheimer, who remains broke and lonely despite helping turn tons of bands into superstars, from the Sex Pistols to Coldplay. It's a lively, touching look at the allure of fame and the pathetic nature of fandom, with the Zelig-like Bingenheimer acting as a bridge between the two.

GOOD BYE LENIN! (Germany, Wolfgang Becker)
In 1989, a young East Berlin man goes to unbelievable lengths to prevent his ailing, staunchly Communist mother from realizing that the Wall has come down. A smash hit across Europe, Good Bye Lenin! was wrongly marketed in the U.S. as a wacky comedy when in fact it's a serious look (albeit filled with comic moments) at the emotional toll of living in a society in transition.

ZATOICHI (Japan, Takeshi Kitano)
I'm surprised this film didn't wind up on more ten-best lists. Perhaps it is considered a 2003 release? Anyhow, this unusually brisk outing for Japanese superstar Kitano - a new take on a legendary series of films about a blind swordsman - has the expected amount of derring do, but moreover has plenty of thoughtful moments, fascinating characters and a smashing tap dance(!) ending.

SHAUN OF THE DEAD (UK, Edgar Wright)
What starts off as a cheeky satire of zombie movies becomes an exciting, well-written and well-acted thriller with a startling degree of pathos, when a London loser (Simon Pegg) who, while trying to reconcile with his girlfriend and make good with his long-suffering mum, finds himself surrounded by flesh-eating ghouls. This movie is brilliant, and has one of the best epilogues I've ever seen.

HERO (China, Zhang Yimou)
Although the story - a Rashomon-like account of an ancient Chinese warrior (Jet Li) who defeats three assassins that are rebelling against a king - carries with it a creepy nationalistic vibe, Hero triumphs as a showcase of talent, particularly Christopher Doyle's cinematography and Tan Dun's score. Zhang may have sold out to China's censorious film board, but what a gorgeous sell out!

THE FIVE OBSTRUCTIONS (Denmark, Jørgen Leth, Lars vonTrier)
It's impossible to categorize this picture, a series of challenges set by sadistic filmmaker Lars von Trier for his mentor, the very patient Jørgen Leth. Leth's mission: to remake his classic short film The Perfect Human five times, under brutal restrictions invented almost on a whim by Trier. A study in both artistic integrity and envy.

MILLION DOLLAR BABY (US, Clint Eastwood)
There's always room for a good Hollywood studio picture on this list, and this year Clint Eastwood - not known in my book for making great movies - clinches it, with his extraordinarily well-acted boxing drama. Hilary Swank - playing a literal "one hit wonder" who knocks out her opponents in the first round - has become, as an actress, a two hit wonder with another fine performance. A sensitive film.

THE MACHINIST (Spain, Brad Anderson)
Instant cult classic about the titular character (Christian Bale) who hasn't slept - or eaten much - for a full year. When he starts having conversations with a (most likely imaginary) mystery man, we begin following the clues as to what really happened a year earlier. Bale's frightening weight loss is the big draw, but the lush score and gritty cinematography are what I admired the most.

TEAM AMERICA: WORLD POLICE (US, Trey Parker)
I'm not kidding when I say that, of the nearly 70 new films I saw in 2004, this is one of my favorites. Not only did I find Team America a funny spoof of Hollywood action pictures, I was impressed by how well made it is, especially its eye-popping miniature set design. Kudos to the South Park guys for talking Paramount into funding one of the weirdest, raunchiest studio films of all time.