30. 'Pan's Labyrinth' (2006)
Written and directed by Guillermo del Toro, this parable/fairytale set in 1944 in post-Civil War Spain focuses on young Ofelia (Ivana Baquero) and the fantasy world she creates as a coping mechanism to survive the harsh reality that surrounds her, including her army captain stepfather (Sergi Lopez), who brutalizes the girl and her timid mother (Maribel Verdu). Won Oscars for Best Make Up and Best Art Direction for the wonderful menagerie of fairies, fauns and giant frogs that exist in the labyrinth of Ofelia's mind.

29. 'Wedding Crashers' (2005)
Vince Vaughn and Owen Wilson are best buddies who work together but whose true calling is crashing weddings for all the casual sex they can handle. But Wilson's days of nailing "sure things" are numbered when he meets Claire Cleary (Rachel McAdams), the adorable and unavailable daughter of a U.S. Senator (Christopher Walken). Will Ferrell registers in a key cameo performance, but Isla Fisher steals the film as Claire's freakazoid sister Gloria, who has a thing for Vaughn. And that's no mean achievement in a film brimming with standout comedy performances, including a randy turn by Jane Seymour as Sen. Cleary's prowling wife.

28. '28 Days Later' (2002)
In London, militant animal-rights activists set free some quarantined chimps infected with a "rage virus." One of the granola crunchers gets bitten, setting off a pandemic that turns victims into blood-spewing zombies called "the infected." The city soon becomes engulfed (and depopulated) in this truly terrifying movie, which stars Cillian Murphy, and makes effective use of steady-cams and speeded-up film during the blistering chase sequences.

27. 'Y-Tu Mama Tambien' (2001)
Two Mexican teens, Tenoch (Diego Luna) and Julio (Gael Garcia Bernal), hook up with a beautiful older woman (the radiant Maribel Verdu) and together embark on an epic road trip. Along the way, the boys get a crash course in amour, friendship and what makes each other tick -- especially sexually. Alfonso Cuaron's frank look at the raw, uninhibited youth culture in Mexico (as well as the great social divide between the upper and lower classes) shocked some in the U.S. Nonetheless, the compelling story, beautiful characterizations and overarching theme of self-discovery remain wondrous and universal whether north or south of the border.

26. 'Iron Man' (2008)
After being taken prisoner in Afghanistan, engineering genius and billionaire weapons manufacturer Tony Stark (Robert Downey Jr.) develops, well, the ultimate amazing technicolor dreamcoat (this one of armor and with a vast array of ordnance and countermeasures), and along the way recalibrates himself as a superhero. Based on the Marvel comic-book character created by Stan Lee and Jack Kirby, 'Iron Man' succeeds on Downey's irrepressible performance. Great news for fans of the comic and film: Downey, director Jon Favreau and company will reunite for the sequel, due out in 2010.

25. 'The Squid and the Whale' (2005)
Noah Baumbach wrote and directed this insightful, autobiographical little indie about a Brooklyn youth, Walt Berkman (Jesse Eisenberg), and his little brother trying to come to terms with the messy split of their egghead/academician parents. Jeff Daniels and Laura Linney are fine as parental units who define dysfunction but it's Eisenberg (with his proven genius at portraying man-children who live mostly in the cerebrum) who's the one to watch.

24. 'Spider-Man 2' (2004)
In the much anticipated sequel to the 2002 blockbuster, a reluctant Peter Parker/Spidey (Tobey Maguire) dons his superhero togs again and squares off against Dr. Otto Octavius (Alfred Molina). Kirsten Dunst reprises her role as our favorite web-crawler's best gal pal, the ever-faithful Mary Jane Watson. And James Franco hits just the right brooding tone as Harry Osborn, Pete's clueless best friend who inadvertently causes Spidey and Doc Ock to square off in a battle royal, with MJ as bait. The film won the Best Special Effects Oscar.

23. 'Michael Clayton' (2007)
George Clooney (looking hang-dog) is the eponymous "fixer" for a high-end Manhattan legal firm in this satisfying crime thriller that was a big hit, both with audiences and critics. Tilda Swinton won a Best Supporting Actress Oscar as a tightly wound Lady Macbeth-like general counsel who tries to get the drop on Clayton, with disastrous results (for her). It was also the late, lamented Sydney Pollack's second-to-last film as an actor (he also produced the movie) before his untimely death from cancer in 2008.

22. 'Donnie Darko' (2001)
Mentally ill teenager Donnie Darko (Jake Gyllenhaal) has a doomsday dream one night in bed, follows a six-foot rabbit named Frank out onto the street in front of his house, and misses being crushed by the dropped engine of an airliner. And then the movie gets weird. Filled with time-shifts, seeming illusions and enough paradoxes (think 'Harvey' for inpatients) to keep a Freudian free-associating and couchbound for years, the film has achieved cult status among a hardcore of true believers who particularly groove to Richard Kelly's "director's cut" version.

21. 'Up' (2009)
In order to fulfill a promise he made to his wife before she died -- to see Paradise Falls in South America -- gruff septuagenarian balloon salesman Carl Fredricksen (voiced by Ed Asner) ties hundreds of helium balloons to his house and begins to float southward (soon realizing he has a pubescent stowaway on board). Another winner from the geniuses at Pixar (this one written and directed by Pete Docter), 'Up' seamlessly wends beguiling pictorials to a finely crafted story that offsets sentiment with just the right amount of laughs. Case in point: The wordless flashback sequence showing the arc of Carl's happy married life will thaw the heart of the most implacable cold fish.


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