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 399 Greed (1924) Director: Erich von Stroheim Von Stroheim's silent masterpiece - an honest dentist becomes obsessed with money after winning the lottery - is as obsessive as Kubrick, as epic as Lean and as powerful as Scorsese. Read Review |  |  398 Killer Of Sheep (1977) Director: Charles Burnett A landmark in both black and indie cinema, this is a plotless portrait of an African-American LA family, built around mundane activities but told with wit, pathos and stunning black-and-white imagery. Read Review | |  397 Night Of The Living Dead(1968) Director: George A. Romero The greatest zombie movie ever made. Stripped of the cackle and glee of modern horror, this plays its emotions and viscera straight, the lo-fi feel adding to the unease.Read Review | |  396 The Assassination Of Jesse James By The Coward Robert Ford (2007) Director: Andrew Dominik The kind of satisfying, elegiac Western you thought died out with the '70s. Great performances by Brad Pitt and Casey Affleck, but this is truly its director's work. Read Review | |  395 Casino (1995) Director: Martin Scorsese Originally dismissed as a GoodFellas retread, Scorsese's gangsters-in-Vegas chronicle has improved with age, a complex, terrifying, virtuoso look at Mob minutiae. And Sharon Stone upstages De Niro. Fact. Read Review |
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 394 Cloverfield (2008) Director: 394 If this were the 500 Greatest Viral Marketing Campaigns, this would be number one. As it is, this most modern of monster movies is brilliantly handled handheld fun. Read Review | |  393 Garden State (2004) Director: Zach Braff Among the most likable of indie-slacker-ennui movies, Braff's blank-faced charm and Natalie Portman's kooky energy make this hard to resist. Also gets points for its too-cool-for-school soundtrack.Read Review | |  392 Paris, Texas (1984) Director: Wim Wenders It's Kramer Vs. Kramer on wheels as Harry Dean Stanton's Travis goes on the road with his son to find his ex. Emotionally restrained, beautifully shot and memorably scored by Ry Cooder. Read Review | |  391 Mulholland Drive (2001) Director: David Lynch Lynch's best work for 15 years, a dark look at the underbelly of Hollywood with enough impenetrability to support 1,000 theories. Hot girls get it on, too! Read Review | |  390 2 Days In Paris (2007) Director: Julie Delpy Owing as much to Woody Allen as Richard Linklater, Delpy's French gal-Yank guy relationship piece is less earnest and funnier than the pleasures of Before Sunset/Sunrise. For romantic cynics everywhere. Read Review |
 389 Election (1999) Director: Alexander Payne Is it strange to see this as Payne's highest entry on this list? Surely one would have expected the broader, more audience-friendly Sideways to have snagged that spot. In retrospect, perhaps not. A film that manages the gargantuan task of goosing both the Darwinian proving ground of high-school USA and the Byzantine machinations of the American political system, Election is satire masquerading as quirky comedy. A canny adaptation of a Tom Perrotta novel, it was initially inspired by the Bush-Clinton election of 1993 and the infamous case of a pregnant prom queen denied her title after staff rigged the vote. Regarding the latter, it's possible to view Election - in which teacher Matthew Broderick attempts to sabotage monstrously ambitious student Reese Witherspoon's bid for student body president - as not merely bang on target but also, in the light of the Florida 2000 fiasco, remarkably prescient. Read Review | |
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 383 Serenity (2005) Director: Joss Whedon Out of the ashes of Firefly came Serenity, a great space-cowboy romp. Its appearance on the list speaks volumes about the loyalty of those Browncoats.Read Review | |  382 Cach� (2005) Director: Michael Haneke Haneke's clinging paranoid thriller is that rare beast - an arthouse crowdpleaser. Austere but virtuoso, the real achievement is exploring issues of guilt and complacency without stinting on the suspense. Read Review | |  381 Monty Python And The Holy Grail (1975) Directors: Terry Jones and Terry Gilliam The knights who say "Ni" + the killer bunny rabbit + the extraordinarily rude Frenchman + The Bridge Of Death over The Gorge Of Eternal Peril + the three-headed knight = genius. Read Review | |  380 Children Of Men (2006) Director: Alfonso Cuar� Grown-up sci-fi in a morass of kiddie blockbusters, Cuar�'s chilling vision of a dystopian London is gripping and original. If nothing else, see it for the barnstorming single-take action sequence. Read Review | |  379 Ratatouille (2007) Director: Brad Bird Pixar's rat-in-the-kitchen masterwork combines perfectly orchestrated slapstick with a self-portrait about the challenges of being an artist in a sea of mediocrity. In an age of fast-food animation, this is a three-Michelin-star experience.Read Review |
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 378 The Goonies (1985) Director: Richard Donner Every generation has a film that will always be carried in its heart. This madcap, Spielberg- produced adventure about a gaggle of treasure-hunting brats stuck in booby-trapped mazes is that film for anyone born around 1980.Read Review | |  377 Mean Streets (1973) Director: Martin Scorsese Try to watch this remembering that, at the time, nobody had heard of Martin Scorsese, Robert De Niro or Harvey Keitel. You're watching the start of a new cinematic era. Read Review | |  376 Zodiac (2007) Director: David Fincher How do you turn the serial-killer thriller on its head? Never catch the killer. Fincher's true-life tale is not about grabbing the bad guy; it's about the nature of obsession. Read Review | |  375 Four Weddings And A Funeral (1994) Director: Mike Newell The film that established Richard Curtis as a brand is often unfairly mocked. The truth is that all rom-com writers are aiming for this mix of sly wit, genuine feeling and farce. Read Review | |  374 Hot Fuzz (2007) Director: Edgar Wright Wright's skill is in taking the gloss and whizz-bang illogic of Hollywood and applying it to quintessentially English situations. But we'll never understand his affection for Bad Boys II. Read Review |
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| |  367 Cabaret (1972) Director: Bob Fosse Fosse's Oscar-winner is about as far from the MGM tradition as you can get. The wartime Berlin setting and flawed characters makes the swaggering desperation of the tunes all the more powerful.Read Review |
|  364 Natural Born Killers (1994) Director: Oliver Stone What do you get when you cross combustible provocateur Oliver Stone and (the then) enfant terrible of Hollywood Quentin Tarantino? Answer: Natural Born Killers, a volatile re-working of the Badlands/Bonnie And Clyde couple-on-a-killing-spree formula that (predictably) shocked the system, and (predictably) had Tarantino throwing a creative huff over Stone's liberal changes. The film is all the more fascinating for being a product of its time, strobing through the mid-'90s zeitgeist (from daytime soaps to news docs), and populated with such (as of then) wild children as Robert Downey Jr., Tom Sizemore, Juliette Lewis and Woody Harrelson. The mystical mumbo-jumbo harks back to Stone's predilection for '60s motifs, making it half-crazed, but iconic all the same. Read Review | |
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| |  357 The Long Goodbye (1973) Director: Robert Altman Robert Altman's languid, freeform version of Raymond Chandler's last great novel relocates the 1953 story to 1973, critiquing the out-of-time values of Elliott Gould's Philip Marlowe - a slobby, unshaven, chain-smoking all-time loser introduced in a brilliant sequence which has him try to pass off inferior pet food on his supercilious cat. John Williams' superb score plays endless variations on a title tune and many sequences are astonishing: a violent gangster making a point by smashing a Coke bottle in his mistress' face ("That's someone I love; you I don't even like") and an invigoratingly cynical punchline ("... and I lost my cat") that turns Marlowe into a sort of winner, after all. Altman puts vital action into the corners of the frame, almost unnoticed, and highlights tiny moments of weirdness in a sun-struck tapestry of Los Angeles sleaze. Arnold Schwarzenegger, no less, has an unbilled cameo as a minor thug. Read Review |
 356 Napol�n (1927) Director: Abel Gance At its restored length, Gance's silent masterpiece runs to five-and-a-half hours. It was designed as a gigantic biopic in six 90-minute parts, but ended up this magnificent giant (about a shortarse) with groundbreaking visuals, literate captions and pulsating energy. Read Review | |  355 Sunshine (2007) Director: Danny Boyle Boyle followed his re-invention of zombie horror (in 28 Days Later) with this visually enthralling space shocker, gesturing heavily (and successfully) to 2001, Alien, even Event Horizon. The wacky ending, however, divides people. Read Review | |  354 Un Chien Andalou (1929) Director: Luis Bu�el No-one will ever out-weird Bu�el's team-up with 'tache-twiddling Surrealism supremo Salvador Dal�, resulting in this 17-minute phantasmagoria featuring severed hands, rotting donkeys, ants squeezing out of human skin and the infamous eye-slitting. Read Review | |  353 Bugsy Malone (1976) Director: Alan Parker It sounds ghastly - a gangster-themed musical populated entirely by kids - but care of Parker's natty visuals, decent songs, splurge guns, pedal-powered sedans and, most remarkably, a non-revolting gaggle of kids, it remains a favourite. Read Review | |  352 Unfaithfully Yours (1948) Director: Preston Sturges Sturges, it transpires, has fared well in this top 500. Justly so. He's on sparkling form again with this pacy mix of literate dialogue and bold slapstick, with Rex Harrison's troubled symphony conductor contemplating the murder of his possibly philandering wife, Linda Darnell. Read Review |
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 351 Zulu (1964) Director: Cy Endfield In the face of much parody, it is easy to forget how stirring Zulu actually is. Glorious to gaze upon, the battle scenes have an almighty clamour, but never at the expense of the characters, which include a posh Michael Caine. Read Review | |  350 Planet Of The Apes (1968) Director: Franklin J. Schaffner This trippy piece of new-Hollywood sci-fi mixes in issues of race, science, even politics, with its tetchy dystopian thrills and Charlton Heston's bronzed chest. The twist ending alone lands it on this list. Read Review | |  349 Arthur (1981) Director: Steve Gordon This daft odd-couple routine - boozy aristo Dudley Moore romances flighty Liza Minnelli, while John Gielgud's starchy butler makes acidic comments - proves surprisingly resilient. The answer could be in the delightful chemistry that all three very diverse actors cook up. Read Review | |  348 Au Hasard Balthazar(1966) Director: Robert Bresson It's proof of Bresson's power as a filmmaker that this, the tale of a donkey (albeit paralleled with that of a girl), says more about humanity - our vices, our trials, our self-examination - than a dozen Hollywood pictures. Read Review | |  347 All About Eve (1950) Director: Joseph L. Mankiewicz Sparkling dialogue and brilliant turns (All About Eve holds the record for the most female Academy Award nominations - four) mark out this indelible tale of a sly ing�ue (Anne Baxter) who latches on to a successful theatre actress (Bette Davis).Read Review |
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| |  342 Cover Movie View Cover The Gold Rush (1925) Director: Charlie Chaplin Masterfully recreating the freezing wastes of Alaska on his Hollywood backlot, Chaplin keeps his notorious sentimentality in check and offers up one of the most durable gems of the silent era, following the Tramp's varying fortunes as a gold prospector. Read Review |
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| |  337 300 (2006) Director: Zack Snyder Falling just 37 places short of its ideal spot, Snyder's buff, beefy comic adaptation slammed Sparta onto the cinematic map. With help, of course, from Gerard Butler's very shouty grasp of the obvious ("This� is... SPARTAAAA!"). Read Review |
| |  331 The Green Mile (1999) Director: Frank Darabont Darabont's other Stephen King prison movie is not entirely successful at carrying its own weight, but with the heft comes a certain raw emotional power. Contains cinema's most disturbing execution scene. Read Review |
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| |  326 Out Of Sight (1998) Director: Steven Soderbergh So smart, so sexy. Soderbergh returned from the indie wilderness with this snappy Elmore Leonard adaptation - the best yet made, with only the possible exception of Jackie Brown - precipitating tingly chemistry between then-on-the-cusp George Clooney and Jennifer Lopez. Playing charismatic bank robber Jack Foley, former TV doctor Clooney finally arrived as a bona fide movie star, and has hardly broken his stride since. Playing spunky US Marshall Karen Sisco, Lopez revealed promise as an actress that you wish she'd since lived up to, rather than going off and swishing her curves as J-Lo. As for Sodey, while Out Of Sight wasn't a smash, it got critics gushing enough for him to bag the projects that rocketed him to the A-list. Without this, we might never have seen his Erin Brockovich, Traffic or Ocean's Eleven. Read Review |
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 324 Lone Star (1996) Director: John Sayles Sayles specialises in deliberately paced, ensemble, slice-of-Americana dramas, and bolstered by a flashback-driven mystery element (featuring Matthew McConaughey's best performance), this bordertown saunter is one of his finest.Read Review | |  323 The Last Seduction (1994) Director: John Dahl Dahl and Linda Fiorentino crafted a bitch for the ages in crafty femme Bridget Gregory - but then, why should it always be the men who get all the fun in noir? Read Review | |  322 Aladdin (1992) Directors: Ron Clements, John Musker Heartland Disneytainment, best-loved by boys for having a rogueish bloke rather than a princess at the centre of things, best-loved by everyone for Robin Williams' show-stealing vocal whirl as the genie. Read Review | |  321 Funny Face (1957) Director: Stanley Donen Audrey Hepburn has rarely looked better, and Fred Astaire's still on fine, toe-tapping form in this chic Parisian romp - so who cares about the gaping age difference between them? A fine showcase for both stars' talents. | |  320 Braveheart (1995) Director: Mel Gibson Historically suspect, but so what? Gibson wrenches out all the thrills and bloodspills he can in this rowdy medieval epic, featuring one of cinema's most stirring battle scenes (The Battle Of Stirling Bridge). Rousing stuff. Read Review |
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 319 The Lion King (1994) Director: Roger Allers, Rob Minkoff It's not hard to see - or indeed hear - why this is one of the Mouse House's hugest movies. Its formula (hit songs, big sequences, comedy sidekicks, tear-jerking tragedy, cute baby animals) has rarely worked better. Read Review | |  318 Rebecca (1940) Director: Alfred Hitchcock As his first Hollywood movie, Hitch was pressed to adapt Daphne du Maurier's fraught classic of timid new brides tormented by tyrannical housekeepers and distant husbands. It's all a bit melodramatic for the master, but he did to win the Best Picture Oscar. Read Review | |  317 Midnight Run (1988) Director: Martin Brest Quietly, hilariously, this odd-couple thriller was one of the films of the '80s. The teaming of a droll but square Charles Grodin (as the dodgy accountant on the lam) and a restrained and likable Robert De Niro (as the bounty hunter sent to retrieve him) proved perfect. Read Review | |  316 Cover Movie View Cover Trainspotting (1996) Director: Danny Boyle There's no doubting the jump-start Boyle's Scorsese-styled adaptation of Irvine Welsh's drug odyssey gave to the stuffy home-grown industry, not to mention the career of one Ewan McGregor. Read Review | |  315 Sense And Sensibility(1995) Director: Ang Lee Lee, with his keen eye for the foibles of human behaviour, was a perfect fit for Jane Austen's silken satire. It's hardly a radical adaptation, but with decent performances, it remains popular. Read Review |
 314 Sweet Smell Of Success (1957) Director: Alexander Mackendrick An extraordinary, unrivalled, utterly cynical piece of Hollywood noir, as Tony Curtis' sleazoid press agent rubs up against Burt Lancaster's formidable J. J. Hunsecker, the Broadway columnist who can make or break careers. Read Review | |
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| |  308 Cover Movie View Cover The Terminator (1984) Director: James Cameron Only John Connor can overcome the monster machines who have nearly exterminated humanity in the future, so the cybernetic baddies send an unstoppable robot back in time to kill his mother before he is born. The Terminator is the great sci-fi-horror-action film, wedding ideas from old Outer Limits episodes and Philip K. Dick stories to the relentless, rollercoaster pacing of Halloween. Arnold Schwarzenegger became a screen icon in this version of his classic role (he is much better as an evil terminator), wiping out discos full of dancers or police stations full of cops in a single-minded search for Sarah Connor (Linda Hamilton, with an alarming perm) and gradually losing human shape to appear as a Stan Winston robo-skeleton. Writer-director James Cameron, redeeming himself after Piranha II, launched his career - arguably, the constraints suited him better than the unlimited funds he's had on subsequent movies. Read Review | |
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 305 The Prestige (2006) Director: Christopher Nolan In the wake of The Dark Knight, this twisted tale of warring Victorian magicians appears more of a side attraction on Nolan's grim canon. Still, it's gorgeous to look at, even if the 'cleverness' of its ending remains open to debate. Read Review | |
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