NICK DIGILIO'S TOP TEN BEST FILMS OF 2004:

1. SIDEWAYS - A remarkable movie from the great Alexander Payne (Election, About Schmidt), this hilarious and heartbreaking story about mid-life crisis is so elegant and simple in its presentation that sometimes it just feels like real life. The four main performances (Thomas Haden Church, Sandra Oh, Virginia Madsen and the great Paul Giamati) are flawless and the script is one of the brightest, smartest and most moving of the year. The best film of 2004...easily.

2. MILLION DOLLAR BABY - Clint Eastwood is almost 75 and he is, incredibly, at his creative peak. This devastating and sharply observed boxing story is one of the strongest efforts of his already remarkable career. Hilary Swank gives the performance of her life here, and she is ably supported by the great Morgan Freeman, and Clint himself playing a tragic, funny and nuanced character. A great follow up to Mystic River, and in some ways it's even better.

3. SHAUN OF THE DEAD - The funniest, smartest and liveliest satire of the year is also a great horror film with surprisingly significant characters. It's hugely entertaining and you don't have to be a horror film fan to love it (although it helps). Simon Peg is wonderfully endearing in the title role of a loser who must pull his life together to fight a plague of the undead eating their way through London. This is great stuff, a flawlessly fun night out at the movies, and a surprisingly moving experience.

4. THE AVIATOR - A pure celebration of cinema, this fabulous film from the great Martin Scorsese is easily his best movie since Goodfellas. Leonardo DiCaprio is astonishing as Howard Hughes and the supporting cast (including Cate Blancett as Katharine Hepburn) are all great. It runs a little under three hours, but it feels like it's about forty-five minutes long. Stylish, gorgeous, enormously entertaining, this is moviemaking of the highest order.

5. ETERNAL SUNSHINE OF THE SPOTLESS MIND - The endlessly inventive Charlie Kaufman wrote this weird, beautiful tragedy about the pain of heartbreak and the power of memory. Jim Carrey (brilliantly subtle here) and Kate Winslet (awesome) play a broken hearted couple who have their memories of each other erased by a new procedure offered by a little scientific company. What starts out as a melancholy study of relationships gone bad, becomes a strange little thriller about protecting your memories. Wholly original and thoroughly mesmerizing.

6. SPIDER-MAN 2 - The best comic book movie ever made, period. Sam Raimi's superior follow-up to the original 2002 film is better in every single way. The effects are cooler, the acting has more weight, the action set pieces are jaw dropping, the story is more interesting and the villain is awesome. This is the finest example of big budget Hollywood moviemaking that doesn't have to be bad to be good (Bruckheimer take notes). I was giddy with delight during the entire running time of this great, great movie.

7. GARDEN STATE - The directorial debut of the year is from TV actor Zack Braff (Scrubs). He has written, directed and starred in one of the funniest, quirkiest and touching films of the past few years. Braff plays a twentysomething who returns to his home state of New Jersey for a funeral, and meets up with the past he wants to escape, and a new girl (the luminous Natalie Portman) he falls for. The great Peter Sarsgaard also stars in this terrific movie.

8. TOUCHING THE VOID - An incredibly intense docudrama about two mountain climbers and their struggle for survival when the climb goes very, very wrong. Based on a true story this is a harrowing film that had me biting my nails, covering my eyes and squirming in my seat...all in a good way. You're not likely to see a more compelling adventure film this year, and you'll never forget the story of survival and sacrifice. Fantastic filmmaking.

9. LEMONY SNICKET'S A SERIES OF UNFORTUNATE EVENTS - The biggest surprise of the film year is this gorgeously dark family film starring Jim Carrey (in a true tour-de-force) as an evil Count who will do anything to get his hands on the fortune of three small orphans. Brad Silberling (City of Angels, Moonlight Mile) directs this delightful film with energy and style to spare. It's a beautiful looking movie that tells a funny, strange, scary and surprisingly moving tale. I loved every second of it.

10. MEAN GIRLS - Tina Fey's brilliant script about teenage girls and the politics of high school was helped enormously by the insanely gifted Lindsay Lohan and the smart direction of Mark Waters. The story of a home-schooled girl's adventures in high school is knowing, bright, funny and edgy. With a great message about female empowerment, and a compelling portrait of teenage life, this film also managed to be laugh-out-loud funny, and deeply subversive. It's the best film of its kind since Heathers, and personally I think it's better. Also, it should be required viewing for all teenage girls.

Runners Up:
1. Dawn of the Dead
2. Kill Bill Vol. 2
3. Hero
4. I'm Not Scared
5. Metallica: Some Kind of Monster

The Top Ten WORST of 2004:
1. THE VILLAGE
2. WHITE CHICKS
3. CATWOMAN
4. ALEXANDER
5. RESIDENT EVIL: APOCALYPSE
6. SOUL PLANE
7. BROWN BUNNY
8. NEW YORK MINUTE
9. NATIONAL TREASURE
10. DARKNESS

Runners Up:
Alien vs. Predator
The Day After Tomorrow
Beyond the Sea
Scooby Doo 2
Surviving Christmas