Before I get to the Top 10, I'd like to toss out a few accolades:

Biggest Disappointments: In no particular order:  The Good German, The Number 23, Pirates of the Caribbean: At
World's End, Elizabeth: The Golden Age

Best Documentary:  Desert Bayou
Best Animated Film: Does 300 count?
Best Comeback:  Michelle Pfeiffer in Hairspray, Stardust
Best Newcomer: Nikki Blonski in Hairspray
Best Supporting Actress: Valerie Lemercier in Avenue Montaigne
Best Supporting Actor: Philip Bosco in The Savages
Best Actress: Ellen Page in Juno
Best Actor: Steve Carrell in Dan in Real Life

Honorable Mention: Pan's Labyrinth, The Painted Veil, Children of Men. These are wonderful movies that came out
last year, but I didn't get around to seeing them until this year.  I loved them all.

10 Miss Potter tells the story of how Beatrix Potter became what she became and the obstacles that forestalled her
        along the way.  Renee Zellwegger and Ewan McGregor are much better here than they were in the awful
Down With
, and Emily Watson is equally fine as McGregor's brother.

 9 Desert Bayou This movie is about how two families from New Orleans dealt with the challenges of being put on a
        plane and told that for the foreseeable future, their home  would be an unused military base 45 miles from Salt
        Lake City. It's a thoughtful film about families uprooted from everything they know and plopped down in an
        environment that is utterly alien to them. The families were stressed, badly treated by some, welcomed and treated
        by very well by most Utahns, and they tried to put their lives back together as best they could.  It was an
        interesting story handled sensitively.

 8 The Lives of Others (Das Leben der Anderen)  This German film was a cautionary tale about life in a totalitarian
        state.   The late Ulrich Muhe gives a captivating performance as Hauptmann Gerd Wiesler, a mid-level flunkie in
        the East German Stasi of the bad old days.  The extraordinary compassion that he brings to his role is only one
        reason to see it, but it's enough.

    7 Stardust  This movie, released in late summer, didn't get a lot of attention, which is too bad.  Michelle Pfeiffer plays
       Lamia, a rambunctious,centuries-old witch trying to kill Claire Danes so that she can eat her heart and attain eternal
        life.  It's nice to have her back where she belongs.  If the part about killing Claire Danes and eating her heart didn't tip
        it off, this is definitely a fairy tale for adults.  Along with the witches, it's got evil sorcerers, cross-dressing pirates
        (Robert DeNiro), and a quest for a star.  It's great fun.

 6 The Italian (Italianetz) tells the story of children who are adopted (read "sold") legally for profit in Russia.  The
        "Italian" in this story is a young Russian boy whom an Italian couple has agreed to adopt.  The paperwork takes
        two months, and in that time, the boy decides he wants one last opportunity to find the mother who gave him up.
        I wouldn't think of revealing the ending, but he's a very bright boy.  (Within two weeks of starting to learn to read,
        he can read the word "mysterious.".)  The young actors are all quite good, and the story is compelling.

 5 Zodiac It's clear that the director of this movie wanted to make the definitive work on the Zodiac killer in the San
        Francisco Bay area in the late 60's and early 70's.  It's not an open and shut case; the killer was never caught
      , and the evidence is circumstantial.  So in an effort to provide the best possible guess at who the varmint was, the
        director made his case of circumstantial evidence as compelling as possible--which took time.  In this case, I really
        didn't mind so much. Robert Downey, Jr., and Jake Gyllenhall are excellent   Mark Ruffalo is OK.  The movie
        doesn't go for cheap thrills, and the violence is handled effectively, but tastefully.  It's certainly not for everyone,
        but it's a very good telling of a very bad story.

 4 Juno is a breath of fresh air in an otherwise stale winter movie season.  Ellen Page shines as the title character,
        a Minnesota high schooler who gets herself knocked up by a kid who's even more clueless  than she is.  Like
        the title character, the movie is more clever than smart--but it is very clever indeed.  J. K. Simmons and Allison
        Janney deserve special mention as Juno's father and stepmother, who make lemonade from lemons with a level of
        maturity and sensitivity that would be far beyond my grasp in a similar situation.

 3 Breach Chris Cooper, Ryan Phillippe and Laura Linney are all fine actors, and they're in top form here.  It's the
        story of Robert Hanson, "the worst spy in US history," who was picked up by the FBI in 2001.  Cooper is Hansen;
        Phillippe is the eager young agent-to-be assigned to watch him; and Linney is his contact with the 50-person task
        force handling the investigation.   It's fascinating.

 2 Avenue Montaigne (Fauteuils d'orchestre) The ONLY reason that this movie is not premier on this list is that it
        was release in 2006.  A few years back,
Spellbound was number one on my list the year after it was released, and
        somehow, I felt that it wasn't fair.  The movie was released as
Fauteuils d'orchestre, which translates literally as
Orchestra Seats--which would have been a more appropriate title.  The movie's proposition is that everyone
        "wants a good seat" in life.  You want to be close enough to the stage so that you can enjoy what happens
        there, but likewise, you don't want to be too close.  As I said in my original comments, the movie makes you want to
        learn to speak French because the people on the screen are so interesting that you resent having to look away to
        read the subtitles.  Months after seeing the movie, I still think it's funny that at one point in the movie, a character
        played by French actor Christopher Thompson has a sex scene with a young woman whose acquaintance he has
        recently made.  (I told you they were French.) Ordinarily I wouldn't have found this sufficiently remarkable to
        comment on, except for the fact that the movie was directed by Mr. Thompson's mother, Daniele Thompson.
        Wouldn't you like to have been invited to the set to watch on the day that scene was filmed?  It's a
Saturday Night
sketch that practically writes itself.

 1 Hairspray    PEOPLE OF EARTH, RESISTANCE IS FUTILE.  SURRENDER to the relentlessly perky Hairspray.
        Depending on what you thought about
Walk the Line and Lilo and Stitch, Hairspray is the first musical to top my
        annual list.  In a year when the big musical offerings were the dreary
Across the Universe and Sweeney Todd,
        Demon Barber of Fleet Street
--nobody's idea of a toe-tapping good time, it was refreshing to see something that
        made me remember why I don't think that all musicals suck.  I'm sorry, but If you went to see it and didn't just smile
        at the screen for about two hours, you're dead.  It's lighter than a cream puff, as bubbly as an ice-cold Tab, and as
        infectious as TB.  The third iteration of the Divine-ly inspired John Waters movie from 1987 doesn't have the
        audaciousness of the earlier film or the concentrated energy of the Broadway extravaganza, but it does have
        is a couple millions volts of starpower from the likes of John Travolta, Michelle Pfeiffer, Queen Latifah, Zac Efron,
        Elijah Kelley, James Marsden and newcomer Nikki Blonski.  You can't stop the beat.T

                                   MATT'S TEN FAVORITE MOVIES OF 2007