A PIONEERING MASTERPIECE.

Byline: Bob Strauss Film Critic

1. Magnolia: Paul Thomas Anderson's rich, sprawling Rorschach blot of a movie draws from Robert Altman's multicharacter mosaics and the unbridled emotionalism of John Cassavetes' films. But it's also its own unique animal: a great, abstract symphony of feeling. Far ahead of what most filmmakers are imagining, "Magnolia" is demanding, uncompromising and upsetting in the way only a pioneering masterpiece can be. All that and frogs, too.

2. American Beauty: The year's other pretty poison flower. Suburban complacency is an easy thing to make fun of, but director Sam Mendes, writer Alan Ball, cinematographer Conrad Hall and the crack cast headed by Kevin Spacey and Annette Bening made it fresh and scintillating with their wicked glee, underlying compassion and expert craftsmanship. Dysfunction aestheticized to a high order.

3. Being John Malkovich: Poker-faced surrealism marks this inventive farce about identity confusion in the era of celebrity worship. The concepts are audacious, the treatment loonily matter-of-fact and the performances hilarious - especially Malkovich's as a supporting player in his own life.

4. All About My Mother: Pedro Almodovar's best film, which is really saying something. Spanish women on the verge support one another by sharing their pain and trading off roles. Rarely has there been so heartfelt and clever a tribute to femininity and acting, or a movie that so astutely acknowledges the integral connection between the two.

5. Three Kings: The movie the Persian Gulf War deserves. Clueless American freebooters head into beaten Iraq to grab a fortune, only to discover that the war they won so easily was a lot more complicated than they'd thought - and is still raging. Relentlessly exposes the muddled morality of our clean, "costless" victory.

6. The Dreamlife of Angels: A new generation of French filmmakers is returning the nation's cinema to its gloried tradition of socially precise, perceptively detailed character studies. Erick Zonca created the best of the best with this absorbing tale of two young women from the barely working class, what they share due to circumstances and how their natures drives them in startlingly different directions. One of the most honest films ever about reaching true adulthood after you thought you'd grown up.

7. The Straight Story: David Lynch's sweet, simple, reality-based fable isn't exactly the artistic 180 some people think; the often-transgressive director's G-rated marvel boasts all of his trademark obsession with strange behavior and rich, unexpected visual textures. As an old man driving his lawn mower across Iowa to visit his estranged brother, Richard Farnsworth evokes all the wisdom and regrets of a life examined at the last possible moment, and in the process shows us how there is no such thing as a banal human being.

8. The Matrix: Hardware cinema blasted several parsecs into the future with this endlessly ingenious sci-fi psych-out. Time, space and reality were bent, spindled and reimagined - along with the technology to visualize filmed fantasy - in this intense mixture of martial arts, dystopian paranoia and artillery abuse. Selling Keanu Reeves as mankind's savior was quite an accomplishment, too.

9. Beyond the Clouds/Lovers on the Bridge: Busted. I'm cheating here and happy to do it. The only things these films by octogenarian Italian master Michelangelo Antonioni and delirious young Frenchman Leos Carax have in common are exquisite visual plans, unique insights into human hearts and the fact that they were both made years ago but just released stateside in '99. And, oh yeah, they brought more concentrated artistry to the screen than the vast majority of films made this decade.

10. The Blair Witch Project: Deceptively cruddy, this was actually the best movie ever about people having a nervous breakdown together in the woods. It also introduced a whole generation to the concept of implied, rather than explicit, screen terror. But none of that explains why this micro-budgeted, Internet-promoted, shakily shot cult item became the most profitable blockbuster of all time. Call it the real harbinger of the new millennium's cinema, with all the opportunities for unfettered creativity and careless exploitation that promises to bear.

CAPTION(S):

3 photos

Photo:

(1) "Magnolia"

(2) "American Beauty"

(3) "The Straiaght Story"