1. Inception (2010)

There’s a lot going on in Inception, including a running commentary on how movies work. Take the scene in which Leonardo DiCaprio walks Ellen Page through the way dream worlds get constructed, and how at the slightest hint of unbelievability, the dreamers turn on their makers. As with movies, the illusion must be thorough or run the risk of falling apart. Or look at the way the film’s dreams start to align with film genres, including a trip into the deepest part of the psyche, which resembles the compound of a Bond villain. Or take the fate of Cillian Murphy’s character, who’s slowly manipulated into making a moving breakthrough about his relationship with his father, one that leaves him sobbing and looking at his life differently than he had before. But really, it’s just a story he’s been told. He sees himself in it, but it’s just as external as the one writer-director Christopher Nolan is telling us as we watch his film.

2. Kiss Kiss Bang Bang (2005)

As a hotshot young screenwriter, Shane Black virtually invented the buddy action-comedy with Lethal Weapon, and spent a highly lucrative decade reworking—and in some instances, revitalizing—a formula that was driven into the ground with scripts for The Last Boy Scout, The Long Kiss Goodnight, and The Last Action Hero. Given a chance to direct his own movie with Kiss Kiss Bang Bang, Black relentlessly, brilliantly picked over the clichés that he and other Hollywood screenwriters insert into their work. Casting Robert Downey Jr. as his narrator and surrogate, Black rolls his eyes at the conventions that he’s propagating, often stopping the action cold to reveal, say, a scene that exists wholly to plant information that will pay off later (“like that shot of the cook in The Hunt For Red October”) or a denouement at the hospital where everyone recovers from their wounds, including Abraham Lincoln. At one point, he chides himself for bad narration after forgetting an important plot detail; at another, he assures the audience, “I saw Lord Of The Rings. I’m not going to end this 17 times.” Black pulls off a remarkable act of cinematic cannibalism: By the time it’s over, Kiss Kiss Bang Bang has eaten itself alive.


3. Los Angeles Plays Itself (2003)

Film professor and longtime Los Angeles resident Thom Andersen channeled his fascination with the quirks and character of his home city, and his frustration with how the American movie industry has often misused the very place where it lives, into the documentary Los Angeles Plays Itself. Andersen has some fun with the way Hollywood returns over and over to a few landmarks—often to destroy them—and with the way L.A.’s downtown areas easily double for post-apocalyptic wastelands. But he also chides filmmakers for ignoring the urban poor, and for turning the work of some of our most innovative, idealistic 20th-century architects into shorthand representations of moneyed decadence. Los Angeles Plays Itself rambles off-track at times, and Andersen’s take on what certain directors were up to often presumes too much. But he also performs some necessary alchemy, turning Hollywood sets back into real places with histories of their own.

4. Scream (1997)

Scream didn’t pull back the curtain on horror-movie clichés. Written by debuting screenwriter Kevin Williamson and directed by horror veteran Wes Craven, the film wouldn’t work if its intended audience didn’t know the clichés already. The chaste last girl, victims with the bad habit of running upstairs instead of out of the house: These were already familiar to viewers reared on Mystery Science Theater 3000, and used to talking back to the screen during chatty sleepovers. What made Scream remarkable was the way it acknowledged those conventions and alternately reveled in them and zigged around them to deliver scares. Though weak sequels and weaker imitators have dampened its impact, when it was released, it felt like the horror-movie equivalent of a ’90s indie-rock band: one that “rocked,” but still, you know, rocked. It worked on a deeper level, too: From its first scene on, Scream suggested that irony and self-awareness, values treasured by the generation that doubled as its target audience, could only do so much to keep evil at bay.

5. Inglourious Basterds (2009)

Arguably, every movie Quentin Tarantino ever made could fit into this Inventory; while other directors share his love for the language of movies, few are willing to directly engage that language as gleefully as he does, as each successive entry into his oeuvre since Jackie Brown embraces cinematic artifice without sacrificing sincerity. There’s never any doubt Tarantino means what he says—the trick is deciphering the meaning in the playfulness. Inglourious Basterds is many things: a goof on war films, an ultra-violent gab-fest, a World War II revenge fantasy. But it also functions as a commentary on the importance of image in modern culture. Here, the standard victims of World War II movies become violent killers, and the villainous Nazis can be buffoonish, charming, or even noble. The key comes late in the film, when a character, after nearly vanquishing an assailant, sees that same assailant on a movie screen. On the screen, the attacker seems vulnerable, and the heroine is taken in just long enough to lower her guard and seal her fate. It’s almost saying that movies can make anyone sympathetic, but that doesn’t make them safe.

6. Irma Vep (1996)

When Olivier Assayas made Irma Vep in 1996, the French film industry was the midst of an identity crisis, with its auteur-driven culture on the decline and young, Hollywood-minded directors like Luc Besson, Jean-Pierre Jeunet, and Mathieu Kassovitz taking the country in a decidedly more commercial direction. At the same time, Hong Kong cinema was in full flower, pumping out diverse, creatively dynamic movies around glamorous stars like Tony Leung and Maggie Cheung. Those two worlds collide in Irma Vep, which has a wonderfully flummoxed Cheung playing herself as an actress cast in an aging New Waver’s doomed remake of the classic French silent serial Les Vampires. Part of Cheung’s confusion is garden-variety culture clash, but most of it comes from being thrown into a filmmaking system that’s totally dysfunctional and lacking in purpose. Assayas takes aim at two targets: The Old Guard (represented by actual aging New Waver Jean-Pierre Leaud) for its creative bankruptcy, and the New Guard for its shallowness and opportunism. (Assayas claims to have taken the embarrassing comments of one journalist/John Woo fanboy directly from things he heard Kassovitz say.) What a relief, then, that Irma Vep can itself be turned to as a source of revitalization.


7. Rear Window (1954)

Alfred Hitchcock always had a knack for toying with his audience’s baser instincts, but never more trickily than in Rear Window, a movie about voyeurism that allows viewers to enjoy the cheap thrills of the peeper by experiencing them vicariously through nice guy Jimmy Stewart. Stewart plays a photographer who’s nursing a broken leg in his apartment and passing the time by watching the people in the building across the alley, piecing together the story of their lives from what he sees and hears through his window. The plot is driven by a murder that Stewart suspects one of those neighbors of committing, but that’s really just a hook to allow Hitchcock to film long scenes of Stewart playing people-watcher, ever-limited by what’s in the frame of his window, and what he imagines is going on outside his scope of vision. It’s a sly metaphor for how people watch movies—or television, given that Stewart has multiple “channels” to scan, in the form of his neighbors’ windows—and it’s simultaneously critical and sympathetic.

8. Peeping Tom (1960)

Michael Powell’s 1960 thriller about a serial killer who films his victims as they die can be seen as a dark companion piece to Hitchcock’s Rear Window; both films share a protagonist more comfortable behind a camera than in front of it, and both deal with the tricky relationship between cinema and voyeurism. The major difference being that Karlheinz Bohm’s obsessions are far more fatal than Jimmy Stewart’s. Peeping Tom uses its fractured, dangerous protagonist to examine how movies allow audiences to view without participation, and how the disconnect between the person in front of the camera and the person behind it creates a sort of heightened reality, as though the action, once filmed, becomes something more than mere screams and blood. With its uncomfortable intimacy and darkness, Peeping Tom effectively destroyed Powell’s career, although the film is a justly revered classic these days. It remains a bleak commentary on the dangers of too much detachment. While Hitchcock was willing to allow that audiences might have some good in them, the only heroes to be found in Powell’s movie are a blind woman and a librarian.

9. S.O.B. (1981)

Blake Edwards’ directorial career spanned nearly 50 years, starting with innocuously titled ’50s musicals like Bring Your Smile Along. In spite of his long, varied career since—most notably Breakfast At Tiffany’s, the Pink Panther series, and a lot of Dudley Moore comedies—Edwards always seemed to long for a return to the classical Hollywood musical. Darling Lili, his anachronistic 1969 attempt at a revival, was tampered with by Paramount and bombed in release; a little more than a decade later, Edwards took his revenge in S.O.B., which chronicles a remarkably similar musical production, also starring Julie Andrews. In a misguided attempt at sexing up the film for an indifferent, coarsened public, Andrews is convinced to go topless. In the most unexpected laugh of her career, she squeals delightedly, “I’m going to show my boobies!” But aside from dramatizing Hollywood inside baseball, S.O.B. is a eulogy for old Hollywood and a lament about changing tastes. It’s no coincidence that it ends with a Viking funeral for its old-school producer, driven insane by trying to keep up with public taste.


10. Will Success Spoil Rock Hunter? (1957)

In 1956’s The Girl Can’t Help It, Frank Tashlin mocked his assignment to make a straightforward rock ’n’ roll movie to lure in the youth. In spite of the presence of Little Richard (whose title song was later, uh, immortalized when Fergie sampled it), the film anticipated Beatlemania’s excesses by showing teens so zombied-out by their favorite music they don’t even notice hands being waved in front of their faces. Will Success Spoil Rock Hunter? ups the ante by showing how celebrity can warp putative adults: Tony Randall occasionally speaks in strangled voices seemingly possessing him, while fiancée Betsy Drake starts maniacally doing push-ups, trying to live up to what she sees onscreen. But Tashlin doesn’t stop at criticizing movies for misdirecting audiences’ minds with visions of impossible glamour: He stops everything dead so Randall can mock TV fans, presciently warning of the many ways movies could take on the most pandering mannerisms of ’50s TV.

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11. Never Give A Sucker An Even Break (1941)

The sucker in Never Give A Sucker An Even Break is W.C. Fields himself. By 1941, Fields was being shunted aside by Universal for the far more innocuous, less misanthropic, and infinitely more censor-friendly Abbott & Costello; his last salvo was to attack the entire apparatus he’d enriched. With its deliberately disconnected, stream-of-consciousness structure and constant notes about what the censor will and won’t find appropriate—Joseph Breen’s six-page response to the originally submitted screenplay noted 60 separate scenes set in saloons—Never Give A Sucker An Even Break is as much a satire on the studio process as it is an attack on the increasingly censored and rigid formats made possible for comedy. In its relentless pursuit of gags over coherence, it predicted the Adam McKay machine way ahead of schedule.

12. Funny Games (1997)

One of cinema’s most subversive moralists, Michael Haneke, like his kindred spirit Lars von Trier, teaches his lessons through aversion therapy. Just like the parent who catches kids smoking and forces them to go through an entire carton at one sitting, Haneke upends the expectations and sympathies we have toward violence in cinema by giving us what we want—until it hurts. In Funny Games, his creepy, insinuating, strangely quiet horror film, a vacationing couple’s summer home is invaded by a pair of curiously polite young psychopaths who torment them, subtly at first, then graduating to intolerable acts of cruelty. Haneke isn’t the first filmmaker to attack blood-for-thrills movies, or to damn his viewers by involving them in the awful acts taking place onscreen, but no one has done it in a more deliberate, cruel, explicit way. The cleverer of the two home invaders toys with our expectations as viciously as he toys with the lives of his victim; at a key moment in the film, when it seems like there might be some hope, he literally alters the direction of the entire movie. This is what we wanted, Funny Games is telling us, and since we asked for it, we’re going to get it right up until the bitter end.

13. Barton Fink (1991)

Even the least of the Coen brothers’ films are generally more thematically complex than they’re given credit for, but with Barton Fink, they reached a sort of cinematic apotheosis. Few movies have managed to keep so many balls in the air at once, and the sheer weight of meaning in the movie is so breathtaking that even if it doesn’t all cohere into a singular statement, it’s jaw-dropping to watch them try. Among its many other themes, Barton Fink is about every aspect of filmmaking. There’s the act of creation, with Barton’s writer’s block literally fed by blood. There’s his genuine desire to do good, which is at odds with his self-centered overestimation of his role in society and his childish need to be the center of attention. There’s the process of filmmaking itself, with Hollywood depicted as a sinister paradise, gorgeous but poisonous, where crass phonies corrupt art to feed the machine. And of course, there are movies themselves, where the struggle between art and commerce can yield things of beauty, or complete garbage. Barton Fink encapsulates any number of film genres within itself, from the murder mystery to the artsy character study. But even as it mocks them, it forces us to consider the real value of seemingly frivolous genre exercises. And if you think that isn’t intentional, you don’t know the Coen brothers.

14. Rock Hudson’s Home Movies (1992)

Filmmaker Mark Rappaport has had a career-long fascination with the coded messages transmitted by classic Hollywood films, and how people with the right sense of history and aesthetics can understand them. Rappaport found a wider audience for his theorizing with his 1992 cine-essay Rock Hudson’s Home Movies, which examines scenes from the late star’s work and shows how the actor and some in-the-know directors told the true story of his sexual orientation through subtle gestures and framing devices. Is Rappaport really onto something here, or is he just building a case with circumstantial evidence? Probably more the latter, but that doesn’t make this movie any less provocative or moving.


15. Adaptation (2002)

Screenwriter Charlie Kaufman turns himself a character (played by Nicolas Cage) in Adaptation, a mind-bending comedy about Kaufman’s own struggles to turn Susan Orlean’s digressive, intimate non-fiction book The Orchid Thief into a movie. On the surface, Kaufman and director Spike Jonze are making sport of how navel-gazing artistes and crass Hollywood types are equally unsuited to turning real life into art. But the structure of Adaptation—which evolves into a dumbed-down blockbuster version of the story in its final third—also offers some insight into the limitations and rewards of scriptwriting formulas. With so many possible ways to approach a story, the Hollywood way can be the easiest and most effective, even if it betrays everything that makes a story profound.

16. Tropic Thunder (2008)

Ben Stiller’s action-satire turns on the clever premise of actors on a big-budget, Platoon-like war movie stumbling unwittingly into actual combat, but it’s really just a vehicle for a relentless takedown of celebrity vanity and Oscar-bait filmmaking. The fake trailer for Satan’s Alley sets the tone: This forbidden romance between gay monks—starring a five-time Oscar winner, distributed by Fox Searchlight, and touted as the “winner of the Beijing Film Festival’s coveted Crying Monkey Award”—suggests that the formula for winning awards is just as hacky as the one that results in lowest-common-denominator comedies like the fake Jack Black fart-a-thon The Fatties. From there, Stiller attacks awards-grubbing Method stunts (like that five-time Oscar winner, played by Robert Downey Jr., going black for a role), outpourings of spittle-filled emotion, and the perils of going “full retard.” Under the best of circumstances, the exalted seriousness of the movie-within-a-movie in Tropic Thunder should never be mistaken for art; it’s just ego service of another kind.

17. The Player (1992)

While Robert Altman enjoyed great critical success in the ’70s with classics like McCabe & Mrs. Miller and Nashville, the commercial victories enjoyed by some of his peers (most notably Scorsese and Coppola) eluded him, revealing a schism between his sensibility and Hollywood expectations. After more than a decade in Hollywood exile, Altman returned with 1992’s The Player, a cameo-littered satire of the Hollywood studio system disguised as a murder mystery. While fielding ludicrous pitches like “Out Of Africa meets Pretty Woman,” Tim Robbins’ Griffin Mill deals with anonymous death threats. Griffin kills a disgruntled screenwriter he believes to be the culprit, then takes up with the victim’s girlfriend; as he eludes the authorities, he also beats back the studio sharks eager to push him out of his job. Throughout The Player, Altman and screenwriter Michael Tolkin ruthlessly mock Hollywood studios for recycling hackneyed material, and demanding big stars and happy endings. And just as the noose tightens around Griffin, he receives his own Hollywood happy ending, in which the murder charges are dropped, he lands a job as a studio head, and he gets the girl, too. He has, literally and artistically, gotten away with murder, Hollywood-style.

18. Breathless (1960)

Jean Luc-Godard wasn’t the only member of the French New Wave who came to filmmaking from criticism, but his subsequent career exemplifies the idea that filmmaking can be criticism by another means. In later years, particularly with the masterful series Histoire(s) Du Cinéma, Godard bore out that notion, but even in his first film, he was using the medium to comment on itself. Dedicated to the disreputable B-movies of Monogram Studios, Breathless (whose title translates better as “out of breath”) follows a swaggering small-time crook (Jean-Paul Belmondo) obsessed with the decidedly un-B star Humphrey Bogart. He mimics Bogart’s gesture of caressing his lower lip with his thumb, but more importantly, imitates his hard-boiled outlaw allure, a path that leads to a fatal confusion between art and life. Belmondo thinks he’s the author of his own fate, but he overlooks that fact that his American girlfriend (Jean Seberg) is more precisely an author; not only does she create text, but when she’s hawking newspapers in a Herald-Tribune T-shirt, she actually is text. Belmondo, as it turns out, is a mere fan. He can only play out the same doomed finish, while Seberg writes her own storyline.

19. Sans Soleil (1983)

The objective of true criticism is not evaluation—any jackass with two thumbs and an Internet connection can render an opinion—but illumination, by which standard Chris Marker’s Sans Soleil is among the most intimate and transformative essays ever written. Alfred Hitchcock’s Vertigo is only one of hundreds of elements Marker weaves into his ephemeral collage, but it’s a key text, one that has obsessed Marker throughout his career. In Marker’s reading, Vertigo is, like Marker’s “La Jetée” and like Sans Soleil itself, the story of a man in search of an image, or a memory, which in Marker’s cosmos amount to the same thing. For filmmakers, he says, images not only constitute memories, but supplant them. A picture does not merely record a moment, it creates it. In the case of James Stewart, the obsessive detective of Hitchcock’s tale, mistaking one for the other is a disastrous pursuit. Ignoring the transformative power of the lens makes it impossible to see the world clearly. As the pseudonymous narrator of Marker’s movie puts it, “Have you ever heard anything more stupid than what they teach in film schools—not to look at the camera?”