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41. Unstoppable – It’s no secret that Denzel can move any movie a few notches up the meter, and “Unstoppable” is no different.  Somehow DW takes this mediocre script and makes it sound like gold.  Chris Pine is a good addition as well and the action on the train is just engaging enough to make for a fun experience overall. (video)

40. Source Code – I give this movie a lot of points for level of difficulty and for throwing some new sci-fi ideas at the screen.  I’m not completely sure the rules of the world actually hold together, but they work well enough to suspend my disbelief and go along for the ride.  A ride that rumors say might be continuing on the small screen in the next few years, which I would welcome wholeheartedly. (video)

39. The Proposal – It’s hard to go wrong with Bullock and Reynolds.  Both have a vibrant and affable screen presence and together they make a great pairing.  I actually found the plot to be too over the top to fully engage with, but the likability factor of the leads managed to offer grace enough for all those sins. (video)

38. Warrior – Though it is masquerading as a MMA tournament film, it’s more a movie about family, pain, and how each of us find a way to fight for survival.  The MMA fighting styles become a beautiful metaphor for these men’s lives as they fight through the pain in different ways only to reach the same destination. (video)

37. We Bought A Zoo – I find Cameron Crowe to be a bit over rated, but he manages to dial back the schmaltz in this one just enough to make it bearable.  Matt Damon and the surrounding cast build a realistic tale  of how taking care of animals helped these people learn to better take care of humans. (video)

36. Real Steel – Even though they probably had me at “boxing robots”, it helps that Hugh Jackman seems to approach this ridiculous material with such fervor and genuine gravitas that you almost can’t help but buy in full force.  Plus, it’s about a father and a son, I didn’t stand a chance. (video)

35. Secretariat – I’m a sucker for true stories, and Disney knows how to tell them better than anyone.  Simply reading the account of this amazing horse on Wikipedia is compelling enough, let alone seeing it brought to life on the big screen.  Add to this the theme of perseverance and faith and I’m not surprised I liked it as much as I did.

34. Salt – Salt is a great action movie.  Well paced, well acted, tightly edited and very well choreographed.  There’s nothing necessarily deep or meaningful about it, but it’s a thrilling and fun ride that other action directors could stand to learn from.

33. Sherlock Holmes: A Game of Shadows – Robert Downey Jr’s charisma pours off the screen, and Jude Law is a perfect Watson to his Sherlock.  Their chemistry is reason enough to enjoy this movie, but it’s also worth a watch for the clever plotting.  The unfortunate thing is that they have been paired with a director whose visual style, though stunning, doesn’t quite fit the world of the stories.  I also have issues with the decision to make Holmes into more of a prognosticator than a logician, but those are minor annoyances in what is a fun overall film. (video)

32. The Descendants – The more distance I get from this film the more it grows on me.  It’s a story about hard decisions, the messiness of life, and the quirkiness of living it.  Although the movie did have a tendency toward being a bit ponderous, the depth of it is still resonating with me weeks later. (video)

31. Buried – Although it’s easy to see this film as a concept piece (because it is),  Ryan Reynolds puts in a pretty amazing performance living out one of the most nightmarish scenarios I can imagine. The movie is tense, heart wrenching, and kinetic, which is impressive considering it all takes place in a human size box. (video)

30. Mr. Popper’s Penguins – Every time I feel like Jim Carey is on the decline, I get dragged to one of his films and remember why I loved him in the first place. Popper isn’t Shakespeare, but it’s incredibly clever and funny and Carey absolutely shines in it.  The movie even has a heartfelt message about priorities that sings a sweet harmony underneath the slapstick melody laid over top of it. (video)

29. The Muppets – Pure intravenous nostalgia.  Everything about this movie felt like I was a kid again watching “The Muppet Movie” for the first time. With corny humor, great songs, and a blatant disregard for the fourth wall, I can only hope that a new generation will fall in love with this cast of felt and cloth so that we can be assured Kermit and the gang will stick around a while. (video)

28. Thor – I’m still in awe at what Marvel is pulling off with “The Avengers” series of films.  Thor is essentially a character introduction piece, yet it succeeds as its own film brilliantly. Much of this is due to a wonderful villain and a aggressive but immature hero.  I also wonder if knowing that this all leads to a bigger movie gives the movie a greater sense of purpose and excitement.  I mean, just seeing Jeremy Renner on screen  for 60 seconds as Hawkeye made me giddy. Wait, this was supposed to be about Thor… oh… right… Thor.  Great flick. (video)

27. Harry Potter and the Deathly Hallows Part 2 – Though for the most part I found the Potter movies to be just above bearable, or in the case of Deathly Hallows Part 1 completely unbearable, this final chapter managed to pull off a beautiful and cathartic release to the series. It’s actually quite an incredible feet the producers of this series have pulled off and even to make it to the finish line with mostly the same cast is worthy of adulation. Rowling wrote an epic conclusion to her tale in that final book and it translates perfectly to the big screen. (Well, except that coda where we are supposed to believe the kids are now middle aged, but let’s just pretend that never happend, shall we?) (video)

26. 50/50 – It’s hard to squeeze both laughs and tears out of an audience as consistently as this film does for two hours.  Genuinely funny and genuinely heart wrenching, 50/50 feels like real people in a real world dealing with real stuff.  Joseph Gordon Levitt takes another genius turn and the cast around him keep up nicely. (video)

25. Rango – One of the most beautiful things I saw on the screen this year.  In an environment where so many films are sequels, prequels, or adaptations, it was nice to see a unique and original tale like this.  I don’t know that the story was as clever or interesting as other films, but the character development and design were so clear and purposeful that I never felt bored and couldn’t wait to see what was around the next corner. (video)

24. Contagion – If the mark of a good film is that it makes you see the world differently when you walk back out to reality, consider Contagion the best movie of the year.  You can’t help but see this and leave the theater thinking about what steering wheel or handshake might hold the world’s next super virus.  The scariest thing about this movie is how much it feels like a straight forward documentary of something that not only feels possible, but inevitable. (video)

23. Cars 2 – We are hardest on the one’s we love the most. My adoration of Pixar is well documented, but I wasn’t thrilled with Cars 2. I understand the idea was to go for an action/spy movie feel, but the story felt much more surface than I’m used to when I see that hopping lamp logo.  That’s not to say it’s not a great movie, I thought it was beautiful and exciting, and I came away with a smile, I just wish I were more engaged in this universe, and felt more for these characters. Even so, its still one of my favorite movies of the year. (video)

22. Legend of the Guardians: The Owls of Ga’Hoole – Zack Snyder has an incredible eye for turning film into 30 frames of gallery worthy art per second.  Primarily he has used that gift to craft violent odes to nihilism like “300” or “Watchmen”, but in Guardians he turns that eye towards children’s literature in a way that is breath taking and admirable.  It’s also nice to see some genuine emotion packed into these beautiful set pieces, which gives me hope that Snyder’s upcoming Superman movie “The Man of Steel” might be more than just slow motion action scenes.  I’m not sure why this movie didn’t make more waves, but I consider it an under rated gem. (video)

21. The Town – Is it possible 10 years from now we will look at Ben Affleck as one of our greatest directors? His debut “Gone Baby Gone” is astonishing and following up with “The Town” seems to solidify that he knows what he is doing. It also features a wonderful performance from the emerging Jeremy Renner, and a solid Affleck acting job as he worked both sides of the camera.  It bears mentioning that the story is aggressive and captivating in all the right ways as well. (video)

20. Kung Fu Panda 2 – I was pleasantly surprised when the first Kung Fu Panda movie came out and was much better than I expected.  KFP 2 continues the tradition by once again delivering on humor, stunning animation, and most importantly heart.  A very well crafted lesson on inner peace and letting go centers this tight and fun film. (video)

19. Megamind – Back to back Dreamworks films?  Both ranked higher than Pixar’s release?! What is this world coming to?  I guess its coming to the golden age of animated film making.   Dreamworks has been paying attention to Pixar’s tried and true “story first” philosophy and it’s resulting in some wonderful projects. There are some great performances from Will Ferrell and Tina Fey in this, but its the story of feeling stuck in how other’s define you that really lands.  Plus, it’s funny, extremely funny.

18. The Help – It’s the power of painful truth that left me haunted after seeing this.  To know that not only did we treat other humans this poorly, but that it happened so recently in our history.  I know “The Help” is a fictional tale, but the truth that underlies it is devastating to me, and this movie’s reminder was well executed and much needed. (video)

17. Easy A – Yes, I think Emma Stone is amazing, but this movie floored me beyond her likability factor and sense of humor.  I came in expecting a movie about the sexual morals of today’s teenagers, and left impacted by a message about the destructive power of gossip.  As a society we seem to be getting more conscious of not destroying each other with physical violence, but the way we treat each other with our words is possibly worse than ever. (video)

16. Never Say Never – I entered 2011 as a non-Belieber, but this movie converted me.  Throughout the course of it I found my heart softening towards this kid who has had to deal with the most meteoric rise to stardom ever.  I also became captivated by his immense talent, wondering if we might be witnessing the rise of the next Michael Jackson.  The fame at an early age and growing up in the spotlight warps many young minds but I’m still holding hope that Justin can find a way to emerge from his adolescence unscathed.  “Never Say Never” is an impressive documentary/concert film hybrid that follows both Biebs and the adults in his world as they try to make that happen. (video)

15. The Social Network – Sometimes a movie is destined to be good just because of the subject matter.  The rise and subsequent domination of Facebook is an inherently intriguing tale, and watching the dramatized  adaptation of the recent phenomenon and it’s foremost face (Mark Zuckerberg) was bound to be compelling.  Having said that, the movie is a powerhouse of talent, with not only great performances, but the wonderful voice of Aaron Sorkin penning the words.  I wonder what the eventual Google movie will look like?  Probably just 2 hours of people riding their bikes around a beautiful campus going about their jobs efficiently.  I’m thinking that just might not get green lit. (video)

14. Winnie the Pooh – I was shocked at how much I loved this movie.  The Pooh property tends to come off as a pre-school idea, aimed at the under 5 set, but I watched this with my four boys aged 6,8,10,12 and every last one of us had a great time.  It’s genuinely funny and beautiful, and the creative use of the “is this a book or a movie” shtick felt strangely fresh and clever. (video)

13. War Horse – It’s easy for me to over analyze films like this and to take points away for the garishness of some of these moments or the overall maudlin tone.  But sometimes you just have to let Spielberg be Spielberg, and as I gave into the story I found myself thoroughly immersed in the beauty and pain of the world this horse inhabited.  But the true connection of the film isn’t in the equine, it’s in the humans.  This is a story about humanity in all its guts and glory.  If that sounds a little too grandiose for its own good, well, I warned you, it’s just Spielberg being Spielberg. (video)

12. The King’s Speech – Last year’s Oscar winner was a worthy champion.  Colin Firth is great and the story is a tightly woven true tale of being forced to come face to face with our greatest weakness while every one is watching. (video)

11. Win Win – When Giamatti is in his element he is pure genius.  Of all the movies I saw in 2011 this one felt the most genuine.  Everything about it just felt real, especially the grounded performance of real life high school wrestling champ Alex Shaffer, who felt like the most realistic teenager I’ve ever seen on screen.  Screenwriters have been putting clever, quippy lines in the mouths of screen teens for so long it’s almost jarring when one acts like an actual awkward, growing into themselves, human being adolescent.  It all adds up to one of the most heart felt and impacting films I saw last year. (video)

10. 127 Hours – I’m genuinely confused what to make of James Franco.  At times it’s as if he is oblivious and apathetic, yet in this movie I found him intense and engaging.  It’s an insane story of survival against the longest odds, and Franco was up to the task.  The film held me rapt throughout and though much of the publicity surrounding it was about the amputation scene, the movie deserves better than to be remembered for only that moment.  If you haven’t seen this because of… well…  lets just call it “separation anxiety”, don’t be scared off.   There is a phenomenal story being told and I’d hate for you to miss out based on one difficult scene. (video)

9. Moneyball – Man I love Aaron Sorkin.  Now I know he didn’t write this all by his lonesome, but so many of these scenes are dripping with his signature dialog style.  It adds up to a quick and clever look into how one man managed to give a baseball David a little advantage over the baseball Goliaths.  The acting all around is superb, from Pitt to Seymour Hoffman to, yes, even Jonah Hill.  I also loved that the heart of this movie was about commitment and perseverance which made the climax all that more thrilling. (video)

8. The Adventures of Tin Tin – Pure pop film making genius.  I don’t think I quit smiling from start to finish of this beautiful action adventure.  My children will annoy me while watching movies at home by rewinding certain scenes in movies they love over and over again, but I have to admit, if I had a remote in the theater for this one I might have done the same thing.  The motor bike chase scene alone left me a puddle of giddiness.  Spielberg directed this one and Peter Jackson (Lord of the Rings) is doing the next, and my understanding is that there is a huge library of stories to continue to pull from.  If they can be as good as this I hope they make them all. (video)

7. Rise of the Planet of the Apes – Easily the biggest surprise of the year, Rise of the POTA was a brilliant execution of what could have easily been a disaster and a joke.  The humans in this are ok (the fact that James Franco stars in two of my top 10 movies of the year is baffling to me), but it’s the apes that are the driving force here.  Andy Serkis deserves an acting award for his amazing work as Ceaser, and it’s a shame that he won’t get it because people can’t see past the technology.  I went into the movie expecting a joke, as it went on I thought, “this might actually be good”, and by the time I walked out I was in awe of how deeply it affected me.  I love it when a movie can do that to me. (video)

6. Mission Impossible: Ghost Protocol – JJ Abrams handed off the reigns to animation legend Brad Bird (Incredibles, Iron Giant) for the fourth MI and he wasted no time in making it his own.  The movie is visually stunning and you can tell Bird wanted to challenge the idea of what could be done with physical cameras.  Not to mention the plot is intricate and well woven, Simon Pegg is hilarious, and the momentum of the story never lets up.  I also loved that the script turned the gadgetry of the series on its head by having almost every piece of technology fail for the team at some point.  It was a reminder that as wonderful as tech can be, its nothing compared to human collaboration and creativity. (video)

5. Hugo – Among the many reasons I love Martin Scorsese’s tribute to the magic of cinema is that it proves 3D doesn’t have to be a gimmick.  He uses the medium in as masterful a way as I’ve seen.  Even Avatar, as gorgeous as it was, relied on the bells and whistles of 3D, but Hugo uses it simply as a tool to tell a better story.  And what a story it is. It’s a movie about love, loss, passion, courage, and joy.  But most of all it’s a movie about restoring lost purpose and how even though the journey to find it is filled with mystery and pain it can also be supremely rewarding. (video)

4. X Men: First Class – Rebooting the X Men franchise by telling the origin story was a genius play, but the casting of Micheal Fassbender and James McAvoy as our primary dueling duo was the checkmate move.  Both men play the roles with such conviction that they demand your attention and investment.  The surrounding players all perform admirably, and the story of strained friendship and brother against brother contains such real depth and cost that I was surprised by how emotionally spent I was by the end.  It’s quite possibly the most authentic super hero movie I’ve ever seen. (video)

3. The Fighter – Yes, the story is great.  Yes, Mark Wahlberg is good.  Yes, the fighting scenes are as real as any I’ve seen.  But make no mistake, this movie is this high for one reason only; Christian Bale gives one of the single greatest performances I’ve ever seen on film.  Bale so completely transforms in this film he completely disappears and all that’s left is a tortured soul who is living vicariously through his brother’s successes.  You can’t tell me that’s the same guy who plays Batman. No way.  Insane.

2. Captain America: The First Avenger – It’s hard for me to explain how geeked I was coming out of Captain America.  Certainly, a lot of it is “The Avengers” factor (and the first full preview that showed after the credits) but I think it’s more than that.  When Christopher Nolan brought us “Batman Begins” he ushered in a new era of Super hero movie making.  With Heath Ledger’s incredible take on the Joker as his trump card, Nolan brought grit and energy back into a genre that had become… well… Spiderman 3.  All of the sudden, every hero must have some darkness, every superman must linger in weakness, and the pendulum violently swung to the other side.  Captain America reminded me that I love actual heroes more than anti-heroes.  There is nothing tentative about Steve Rogers, no constant self doubt or gloomy resignation.  Nope the Cap is all in patriotism, truth, and integrity, and he proves it doesn’t even have to be corny.  Even beyond my philosophical love the movie is extremely well put together.  It’s tightly edited, beautifully shot, and the performances are top notch.  Tommy Lee Jones is a joy to behold on screen and Chris Evans is the perfect Steve Rogers.  I loved every second of this movie and it was the most fun I had in the theater all year…. well… almost the most. (video)

1. Super 8 – I’ll admit it.  I sold out from the first trailer.  I was going to love this movie.  My JJ Abrams fanboyism was probably enough, but add to that the old school Spielberg feel and the sci-fi foundation and I really didn’t have much chance at all to walk away from this with any semblance of objectivity.  Thankfully, it checked every box. Acting? Writing? Directing? Score? Cinematography? Message? Story? Heart? Adventure? Mystery?  Monsters? Action? Yes, yes, and right down the line, yes.  I was especially impressed by the kids in this film, specifically Elle Fanning, whose performance in the film within the film is one of the most stunning moments of the flick (I’ve decided the name Fanning must be Irish for “its sick how good we are at acting”).  I’ve heard some complain that the end of the movie was it’s weakest point, but I couldn’t disagree more.  I loved the symbolism and message of those final moments and I felt it brought a perfect end to a wonderful movie.  Was “Super 8” the best movie of 2011? I have no idea, but I know it was my favorite. (video)

What was yours?