Oscar Nominee: Best Costume Design

This adaptation of E.M. Forster's mysterious tale of British racism in colonial India turned out to be master director David Lean's final film. Subtle and grand at the same time, Lean's adaptation is faithful to the book, rendering its blend of the mystical and the all-too human with exquisite precision. Judy Davis plays a young British woman traveling in India with her fiancé's mother. While visiting a tourist attraction, she has a frightening moment in a cave--one that she eventually spins from an instant of mental meltdown into a tale of a physical attack that ruins several lives.

One of Woody Allen's best films of the '90s, Bullets over Broadway stars John Cusack as a virtual Woody surrogate, a neurotic, Jazz Age writer whose new play sounds wooden and unrealistic to a low-level mobster (Chazz Palminteri) assigned to watch over his boss's actress-girlfriend (Jennifer Tilly). When the hood starts contributing better story ideas and dialogue than what the official playwright can conjure, questions (not unlike those of Amadeus) about the price we pay to make art at the expense of other responsibilities are intriguingly raised.

When a famous person, like the nation's first openly gay male city supervisor, inspires an acclaimed book (The Mayor of Castro Street) and Oscar-winning documentary (The Times of Harvey Milk), a biopic can seem superfluous at best. Taking over from Oliver Stone and Bryan Singer, Gus Van Sant, whose previous picture was the more experimental Paranoid Park, directs with such grace, he renders the concern moot.

"Be Italian!" comes the thundering command from one of the catchiest songs in Nine, and the movie version of this Broadway musical hit is undeniably solid on that point. It's drenched in cool cars, glamorous Italian threads, and cozy Roman neighborhoods, all circa 1962. That, you will note, is the vintage of Federico Fellini's classic film 8 ¬Ω, the source for both the stage show and Rob Marshall's frantic musical picture.

Up in the Air transforms some painful subjects into smart, sly comedy--with just enough of the pain underneath to give it some weight. Ryan Bingham (George Clooney) spends most of his days traveling around the country and firing people; he's hired by bosses who don't have the nerve to do their layoffs themselves. His life of constant flight suits him--he wants no attachments.

Helen Mirren reigns supreme in The Queen, a witty and ingenious look at a moment that rocked the house of Windsor: the week that followed the sudden death of Princess Diana in 1997. Diana's death came at just the same time that Prime Minister Tony Blair (played by the bright Michael Sheen) was settling into his new government--and trying to figure out the delicate relationship between 10 Downing Street and Queen Elizabeth II (Mirren).

Director Joe Wright (Pride and Prejudice) gives Ian McEwanís bestselling novel a sumptuous treatment for the screen that should come to be regarded as one of the defining films of the epic romantic drama. Indeed, everything about this film stems from those three words: there is little here that is not epic, romantic, and dramatic, and Atonement is a film that masterfully expresses the overarching sense of adventure and emotion that such stories are meant to convey.

Curse of the Golden Flower, a fictionalized historical glimpse into the brutally complicated politics of Emperor Ping's (Chow Yun Fat) reign during the Tang Dynasty, shows the viewer just how far a megalomaniac must go to gain and retain power in medieval China. Lavish sets, massive ceremonial displays, and perversely fascinating battle scenes impress similarly to the special effects Americans have come to love and expect from Chinese action films like Zhang Yimou's previous House of Flying Daggers and Crouching Tiger, Hidden Dragon.

Set in America during the Vietnam War, Across the Universe is a powerful love story set against a backdrop of political and social unrest: it's a story of soul-searching, self-doubt, and individual powerlessness cleverly conveyed through a multitude of Beatles songs. Like young adults all across America during the 1960's, Jude (Jim Sturgess), Lucy (Evan Rachel Wood), Max (Joe Anderson), Sadie (Dana Fuchs), Prudence (T.V.

This clever, funny big-screen adaptation of Lauren Weisberger's best-seller takes some of the snarky bite out of the chick lit book, but smoothes out the characters' boxy edges to make a more satisfying movie. There's no doubt The Devil Wears Prada belongs to Meryl Streep, who turns in an Oscar-worthy (seriously!) strut as the monster editor-in-chief of Runway, an elite fashion magazine full of size-0, impossibly well-dressed plebes. This makes new second-assistant Andrea (Anne Hathaway), who's smart but an unacceptable size 6, stick out like a sore thumb.