THE INCREDIBLES (US, Brad Bird)
Even more underwhelming than its preceding year, 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 Los Angeles-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 and everyone in between. It's a lively, touching look at both the allure of fame and the pathetic nature of fandom, with the Zelig-like Bingenheimer serving as a bridge between the two worlds.

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 but only a modest art house success in the States, Good Bye Lenin! was wrongly marketed 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 very surprised that this film didn't wind up on more critics' ten-best lists. Perhaps they considered it (like many of the foreign films on this list) 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, extremely well-written and well-acted thriller, with a startling degree of pathos, about a London loser (cowriter Simon Pegg) who, on the day that he tries to reconcile with his girlfriend and make good with his long-suffering mum, discovers himself surrounded by flesh-eating ghouls. This movie is funny, 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 infamous assassins that are rebelling against a king - carries with it a creepy nationalistic vibe, Hero triumphs as a showcase of cinematic talent, particularly Christopher Doyle's richly saturated cinematography and Tan Dun's evocative score. The once-hassled Zhang may have sold out to China's censorious film board, but what a gorgeous sell out!

THE FIVE OBSTRUCTIONS (Denmark, Jørgen Leth, Lars von Trier)
It's impossible to categorize this picture, which consists of a series of challenges set by the sadistic Danish director Lars von Trier for his mentor, the preternaturally patient Jørgen Leth. Leth's mission: to remake his classic short film "The Perfect Human" five different times, under brutal restrictions invented - almost on a whim - by Trier. A complex look at both artistic integrity and artistic envy.

MILLION DOLLAR BABY (US, Clint Eastwood)
There's always room for a good Hollywood studio picture amidst the artsy fartsy foreign films, and this year Clint Eastwood - not known in my book for making very memorable 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 very 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. The ending may leave some disappointed, but it worked for me.

TEAM AMERICA: WORLD POLICE (US, Trey Parker)
I'm actually not kidding when I say that, of the nearly seventy 2004 releases that I caught, this is one of my favorites. Not only did I find Team America a very funny spoof of macho Hollywood action pictures, I was impressed by how well-made it is, especially its eye-popping miniature set design. And I give kudos to Parker and his "South Park" partner Matt Stone for talking Paramount into funding one of the weirdest, raunchiest studio films ever made.