1. Citizen Kane (1941) - RKO

Director: Orson Welles

Stars: Orson Welles; Joseph Cotten; Everett Sloane, Agnes Moorehead

Synopsis: Welles' first feature - the tragic story of newspaper tycoon Charles Foster Kane (Welles), loosely modeled after the life of William Randolph Hearst, founder of the Hearst publishing empire, and the publisher's ultimately empty rise to power. Acclaimed for its innovative narrative structure, deep focus cinematography, soundtrack, literate screenplay, and nuanced portrayal of the central character.

2. Casablanca (1942) - Warner Bros.

Director: Michael Curtiz

Stars: Humphrey Bogart; Ingrid Bergman; Claude Rains; Paul Henreid; Dooley Wilson

Synopsis: Romantic drama of wartime sacrifice set in Nazi-occupied French Morocco. Bogart, as jaded and cynical American idealist saloonkeeper/nightclub owner Rick Blaine, sacrifices the love of a lifetime to join the world's fight against the Nazis. When the picture debuted, it marked the beginning of a beautiful friendship with generations of moviegoers. With a crackling script and the classic song, "As Time Goes By." Academy Award for Best Picture. "Here's looking at you, kid."

3. The Godfather (1972) - Paramount

Director: Francis Ford Coppola

Stars: Marlon Brando; Al Pacino; James Caan; Robert Duvall, Diane Keaton

Synopsis: Tragic, romantic saga of Mob boss Don Corleone and the rise of his successor, son Michael (Pacino). Adapted from Mario Puzo's novel, the film reimagined the genre of the Mob drama. It was marked by taut suspense, rich period detail, and memorable dialogue ("I'll make him an offer he can't refuse"). Brando is Don Vito Corleone, the sympathetic Godfather of a New York crime family, whose business it is to make offers people can't refuse. Visually beautiful images of times and locales contrast with the film's graphic violence. It won Academy Awards for Best Picture and Best Actor, among others.

4. Gone With The Wind (1939) - MGM

Director: Victor Fleming

Stars: Clark Gable; Vivien Leigh; Olivia de Havilland; Leslie Howard; Hattie McDaniel

Synopsis: Based on Margaret Mitchell's best-selling "Immortal tale of the old South" - the inimitable epic of Civil War destruction and the ill-fated romance between Scarlett O'Hara (Leigh) and Rhett Butler (Gable). Endures as a compelling story and an example of studio era greatness. The burning of Atlanta was a high water mark for screen excitement. As poet Ogden Nash put it, "The Civil War was quite a fight and not a mere diversion; I never knew how tough it was before Dave Selznick's version." It won eight Academy Awards, including Best Picture, Director, Actress, and Supporting Actress.

5. Lawrence of Arabia (1962) - Columbia

Director: David Lean

Stars: Peter O'Toole; Alec Guinness; Anthony Quinn; Omar Sharif; Jose Ferrer

Synopsis: Majestic adventure and character drama - the epic story of T. E. Lawrence, an enigmatic British officer/mapmaker who transformed himself into the leader of a WWI Arab revolt against Turkey during World War I. The film became renowned for Lean's direction and Freddie Young's cinematography. Based on T. E. Lawrence's memoir Seven Pillars of Wisdom. Winner of many Academy Awards including Best Picture and Best Director.

6. The Wizard of Oz (1939) - MGM

Director: Victor Fleming

Stars: Judy Garland; Ray Bolger; Margaret Hamilton; Bert Lahr; Jack Haley; Frank Morgan

Synopsis: Magical adaptation of L. Frank Baum's children's fantasy of an enchanted land made Garland a major star. Garland's Dorothy Gale is transported from her black-and-white Kansas home to the colorful land of Oz via tornado. From here she journeys down the Yellow Brick Road and is helped by a Scarecrow, a Tin Man, and a Cowardly Lion on their way to see the Wizard. The Harold Arlen/E. Yip Harburg score is highlighted by "Somewhere Over the Rainbow" - a song that became a popular standard. Inventive use of color and special effects are still impressive today. A children's movie for all ages.

7. The Graduate (1967) - Embassy

Director: Mike Nichols

Stars: Dustin Hoffman; Anne Bancroft; Katharine Ross

Synopsis: Black comedy of aimless, recent college graduate Benjamin (Hoffman) that defined a generation and established Hoffman as a star. Hoffman spends his summer trying to find out what to do next in this biting comedy. Bancroft's Mrs. Robinson has some ideas, and they're not about plastics. Hoffman's reactions to her advances and his attempts to be suave are among the film's funniest moments, and her seduction of Benjamin is withering and hilarious. The evocative Simon and Garfunkel score, that includes "Mrs. Robinson," is as much a character in the movie as Bancroft's amorous Mrs. Robinson or Ross' lovely Elaine. Nichols won an Academy Award for Best Director.

8. On The Waterfront (1954) - Columbia

Director: Elia Kazan

Stars: Marlon Brando; Karl Malden; Lee J. Cobb; Eva Marie Saint, Rod Steiger

Synopsis: Gritty drama of union corruption memorable for Brando's sensitive performance as a misfit dockworker-longshoreman, epitomized in the backseat scene in which he cries, "I could've been a contender." He rebels against his brother and corruption on New York City's docks in this powerful story that mirrors the political climate of the early 1950s. Winner of Academy Awards for Best Picture, Actor, and Supporting Actress, among others.

9. Schindler's List (1993) - Amblin Entertainment/Universal

Director: Steven Spielberg

Stars: Liam Neeson; Ralph Fiennes; Ben Kingsley

Synopsis: Somber, inspiring adaptation of Thomas Kenneally's fact-based book about an opportunistic Catholic industrialist (Neeson) able to save several hundred Polish Jews from death camps during World War II by hiring them to work in his factory. Memorable performances all around, particularly by Fiennes, who plays a brutal Nazi officer. "The list is life." Winner of Academy Awards for Best Picture and Best Director, among others.

10. Singin' In The Rain (1952) - MGM

Director: Gene Kelly, Stanley Donen

Stars: Gene Kelly; Debbie Reynolds; Donald O'Connor, Jean Hagen

Synopsis: Kelly makes a splash as Don Lockwood, a Hollywood leading man who reflects on the production of The Dueling Cavalier - a film that becomes The Dancing Cavalier when the studio takes advantage of a new invention called sound. Reynolds and O'Connor are his energetic, supportive sidekicks, helping to devise a clever way to cover the grating voice of his co-star Lina Lamont, played by Hagen. Furious when she learns of their plan, Lina asserts herself by screaming, "Why, I make more money than, than Calvin Coolidge! Put together!" Delightful musical send-up of the transition-conversion from silent to sound films, with many memorable and delightful song and dance musical numbers, including "Make 'Em Laugh," "Broadway Rhythm," and the incomparable title song. This musical set in Hollywood has Kelly singing, dancing and splashing in puddles.

11. It's A Wonderful Life (1946) - RKO

Director: Frank Capra

Stars: James Stewart; Donna Reed; Lionel Barrymore, Thomas Mitchell, Henry Travers

Synopsis: Moving fable of disillusioned family man (Stewart) who is visited by a guardian angel (Travers) and shown what the world would be like if he had never been born. This notable Christmas classic features a complex, engrossing, Everyman performance by Stewart as George Bailey, a suicidal man redeemed by friendship and the recognition that each person's life touches many others. Remember every time a bell rings, an angel gets his wings. Favorite film of both Capra and Stewart. 12. Sunset Boulevard (1950) - Paramount

Director: Billy Wilder

Stars: Gloria Swanson; William Holden; Erich von Stroheim, Cecil B. DeMille

Synopsis: The caustic, tragic noir about a screenwriter (Holden) and the deluded silent star (Swanson) who ensnares him. Swanson is ready for her close-up in this pungent slice of Hollywood life depicting a reclusive, former silent screen actress who kills her screenwriting, gigolo boyfriend. The film won three Academy Awards, including Best Screenplay. Memorable line: "I am big. It's the pictures that got small." 13. The Bridge On The River Kwai (1957) - Columbia

Director: David Lean

Stars: William Holden; Alec Guinness, Jack Hawkins, Sessue Hayakawa

Synopsis: Dark World War II drama about stiff-backed, rigid British POW colonel (Guinness), his equally unyielding Japanese captor (Hayakawa), and the bridge that embodies the absurdities of war. Guinness refuses to bow to torture in a Japanese prison camp during World War II, and Holden is an American who escapes from the camp, then must return to sabotage a bridge constructed to perfection by inspired POWs under Guinness' command. Winner of Academy Awards for Best Picture, Best Director, Best Actor, among others. Memorable use of World War II song and the "Colonel Bogey March." 14. Some Like It Hot (1959) - Ashton/Mirisch

Director: Billy Wilder

Stars: Jack Lemmon; Tony Curtis; Marilyn Monroe, Joe E. Brown, George Raft

Synopsis: Hilarious comedy about 1920s musicians (Lemmon and Curtis) who witness the 1928 St. Valentine's Day Massacre in Chicago, then join all-female band and evade killers. Wilder's comic take provided sex symbol Monroe with two of her most unusual rivals, Curtis and Lemmon in drag. Memorable throughout, especially for the last line, "Well, nobody's perfect." Adapted screenplay by Wilder and I.A.L. Diamond, for which they won Academy Awards. 15. Star Wars (1977) - 20th Century Fox

Director: George Lucas

Stars: Mark Hamill; Harrison Ford; Carrie Fisher; Alec Guinness

Synopsis: Spectacular space adventure combined a simple story of good vs. evil with stunning visual effects and endearing robotic characters to revolutionize the science fiction and action genres and make a star of Harrison Ford. A landmark science fiction fantasy about a young man, Luke Skywalker (Hamill), who finds his calling as a Jedi warrior and with the help of "droids" and an outlaw named Han Solo (Ford), then embarks on a mission to rescue a princess (Fisher) and save the galaxy from the Dark Side. "May the force be with you." Two sequels and prequels followed. 16. All About Eve (1950) - 20th Century Fox

Director: Joseph L. Mankiewicz

Stars: Bette Davis; Anne Baxter; George Sanders; Celeste Holm; Thelma Ritter

Synopsis: Classic story of backstage betrayal, with Davis as the aging star Margo Channing and Baxter as the young schemer Eve Harrington. Fasten your seat belts for a bumpy ride in this story of an aging actress who is undone by a young, ambitious fan. Sophisticated performances by Davis, Sanders and Baxter shine in this scathing look at the world of the theater. Academy Award winner for Best Picture, it is memorable for Sanders' role as the cynical critic and Marilyn Monroe as his scene-stealing consort. 17. The African Queen (1951) - United Artists

Director: John Huston

Stars: Humphrey Bogart; Katharine Hepburn; Robert Morley

Synopsis: Unlikely love story and rousing romantic adventure yarn set in Africa, between drunken boatman and prim spinster (Bogart and Hepburn) who battle each other and then join forces on an uncharted river at the outbreak of World War I. Quintessential Bogart performance won an Academy Award for Best Actor. The James Agee/John Huston screenplay is based on the C.S. Forester novel. 18. Psycho (1960) - Paramount

Director: Alfred Hitchcock

Stars: Anthony Perkins; Janet Leigh; Vera Miles; John Gavin

Synopsis: Shocking thriller of a woman (Leigh) on the lam with stolen money, and the twisted events at the Bates Motel under the management of Norman Bates (Perkins)...and his mother, where she makes the mistake of checking in. Controversial upon release for its shocking shower scene and sympathetic portrayal of the killer, it has since been influential to horror and thriller filmmakers. Hitchcock's horror film is also remembered for Bernard Herrmann's chilling score. 19. Chinatown (1974) - Paramount

Director: Roman Polanski

Stars: Jack Nicholson; Faye Dunaway; John Huston

Synopsis: Intricate mystery involving an enigmatic woman (Dunaway), her corrupt father (Huston), and 1930s LA private detective Jake (J.J.) Gittes (Nicholson), who is lured into the world of shady water rights and land deals and uncovers family secrets while investigating the death of mysterious Dunaway's husband. Seductive 1930s set design, and memorable last line: "Forget it, Jake. It's Chinatown." Won an Academy Award for Best Original Screenplay, among others. 20. One Flew Over The Cuckoo's Nest (1975) - United Artists

Director: Milos Forman

Stars: Jack Nicholson; Louise Fletcher; Brad Dourif

Synopsis: Earnest adaptation of Ken Kesey's novel about inspired mental asylum patient Randle McMurphy (Nicholson), a troublemaker committed to the institution who sparks new life in the downtrodden inmates, giving them purpose and self-worth. His war on the system is fought at every step by Fletcher's Nurse Ratched who has a relentless drive to squash him. Won five Academy Awards - for Best Picture, Actor, Actress, Director, and Screenplay, among others. 21. The Grapes of Wrath (1940) - 20th Century Fox

Director: John Ford

Stars: Henry Fonda; Jane Darwell; John Carradine, Charley Grapewin

Synopsis: This moving social drama, adapted from John Steinbeck's novel about displaced farmers during the Great Depression, follows the hopeful migration of workers from the Oklahoma dust bowl through their subsequent disillusionment upon reaching California - the "promised land." Notable for understated performances by Fonda and Jane Darwell, in a supporting role as Ma Joad, which earned her an Academy Award. Ford won an Academy Award for Best Director. 22. 2001: A Space Odyssey (1968) - MGM

Director: Stanley Kubrick

Stars: Keir Dullea; William Sylvester; Gary Lockwood, Douglas Rain (voice of HAL)

Synopsis: Kubrick's cooly-spectacular science fiction space drama/epic puts the history of mankind in context between ape and space voyager. The film created a stir for its special effects, the computer HAL, the search for alien existence in the galaxy, and the debate about the meaning of the film's final sequence. HAL 9000 the computer, with voice by Rain, is memorable. 23. The Maltese Falcon (1941) - Warner Bros.

Director: John Huston

Stars: Humphrey Bogart; Mary Astor; Peter Lorre, Sydney Greenstreet, Elisha Cook, Jr.

Synopsis: Bogart offers the definitive incarnation of Sam Spade in this tight adaptation of Dashiell Hammett's detective story. Huston's directorial debut found detective Bogart trying to solve his partner's murder intertwined with recovering the elusive statue of a black bird. His efforts are impeded by a mysterious, mendacious femme fatale (Astor), a corpulent Greenstreet and a cryptic Lorre. 24. Raging Bull (1980) - United Artists

Director: Martin Scorsese

Stars: Robert De Niro; Cathy Moriarty; Joe Pesci

Synopsis: Dark biographical drama of self-destructive boxer Jake LaMotta and his path to redemption. De Niro is LaMotta, the middleweight boxing champion whose opponents in the ring are no match for the demons he fights in his personal life. Once a peerless atavistic boxer, LaMotta takes a fall and never recovers, eventually becoming a broken, overweight man who masquerades as a stand-up comic. The film is often noted for Thelma Schoonmacher's achievement in editing, compelling fight scenes, and an Academy Award-winning performance by De Niro, who transformed himself physically for the title role. 25. E.T. - The Extra-Terrestrial (1982) - Universal

Director: Steven Spielberg

Stars: Dee Wallace; Henry Thomas; Drew Barrymore

Synopsis: Touching, exhilarating drama of young boy (Thomas) Eliot from a broken home, who discovers and encounters an extraterrestrial, other-worldly creature that has been stranded on earth light years from home and wants only to return home. Together they form a universal friendship, and Eliot helps E.T. "Phone home." John Williams's Academy Award-winning score is notable. 26. Dr. Strangelove or: How I Learned to Stop Worrying and Love the Bomb (1964) - Columbia

Director: Stanley Kubrick

Stars: Peter Sellers; George C. Scott; Sterling Hayden; Slim Pickens

Synopsis: Kubrick's black comedy of US nuclear bomb launch on Russia, focuses on an American president, played by Sellers in one of his three roles, who must contend with a Soviet nuclear attack on the United States and his own maniacal staff, including Scott's memorable General Turgidson. Features a memorable triad of performances by Sellers (as US president, British officer, and deranged scientist) and Pickens's wild ride on a missile. "Gentlemen, you can't fight in here! This is the War Room!"

27. Bonnie And Clyde (1967) - Warner Bros.-Seven Arts

Director: Arthur Penn

Stars: Warren Beatty; Faye Dunaway; Michael J. Pollard; Gene Hackman, Estelle Parsons

Synopsis: Influential reimagining of gangster film genre recounts lives and loves of infamous, real-life 1930s bank robbers Bonnie Parker and Clyde Barrow (Dunaway and Beatty), which mixed romance, adventure, glamour, comedy and violence in a way never seen before. Also notable for influence on fashion and its stylized presentation of film violence. "We rob banks."

28. Apocalypse Now (1979) - Zoetrope Studios

Director: Francis Ford Coppola

Stars: Marlon Brando; Robert Duvall; Martin Sheen

Synopsis: Phantasmagoric representation of Vietnam War based loosely on Joseph Conrad's novel Heart of Darkness. Coppola's Vietnam epic follows Sheen up the Mekong River into Cambodia to find Brando, an officer who has gone mad in the jungle and is running his own empire. Features an enigmatic performance by Brando (as Kurtz) and dazzling Academy Award-winning cinematography by Vittorio Storaro.

29. Mr. Smith Goes to Washington (1939) - Columbia

Director: Frank Capra

Stars: James Stewart; Claude Rains; Jean Arthur; Thomas Mitchell

Synopsis: Capra's exhilarating comedy-drama and biting satire of Washington politics chronicles triumph of idealistic young Senator Jefferson Smith (Stewart) over longtime corruption, embodied in mentor Senator Paine (Rains) and a powerful political machine. Stewart is aided by hard-boiled secretary Arthur, some Boy Rangers and a 24-hour, one-man filibuster in a stirring scene.

30. The Treasure of the Sierra Madre (1948) - Warner Bros.

Director: John Huston

Stars: Humphrey Bogart; Walter Huston; Tim Holt

Synopsis: Morality tale about gold prospectors overcome by greed won Academy Awards for Best Director, Screenplay, and Supporting Actor (Walter Huston, father of the director and screenwriter). A scraggly Bogart leads a trio of gold prospectors destroyed by greed in this taut psychological drama. John Huston directed his father in a stellar performance.

31. Annie Hall (1977) - United Artists

Director: Woody Allen

Stars: Woody Allen; Diane Keaton; Tony Roberts

Synopsis: Sophisticated autobiographical comedy of the untenable love affair of two New Yorkers (Allen and Keaton), notable for its witty dialogue and sumptuous rendering of New York City. Allen's Alvy Singer, a Jewish comedian, is trying to find love in the Big Apple, despite his neurosis, and falls in love with Keaton's aspiring singer, WASPy Annie Hall. He narrates the story of his love affair as she "lah-dee-dah"s her way through life, while he obsesses on sex, New York, religion, intellectualism, fads and fate. This comedy also launched a women's fashion trend based on Annie Hall's "look." Won Academy Awards for Best Picture and Actress (Keaton, in title role), among others.

32. The Godfather, Part II (1974) - Paramount

Director: Francis Ford Coppola

Stars: Al Pacino; Robert De Niro; Robert Duvall; Diane Keaton, Lee Strasberg

Synopsis: The sizzling sequel to The Godfather contrasts the rise to power of young Vito Corleone (De Niro) with the maturation and moral decline of his son Don Michael Corleone (Pacino). In the film's extended flashback sequences, De Niro is the young Vito as he gains power in the New York City Mafia. Shows us the world of Don Vito Corleone before and after the story in the original film. Pacino is his son Michael, who struggles to bring the family into the modern age. Outstanding period detail. Winner of Academy Awards for Best Picture, Director, and Supporting Actor (De Niro), among others.

33. High Noon (1952) - United Artists

Director: Fred Zinnemann

Stars: Gary Cooper; Lloyd Bridges; Thomas Mitchell; Grace Kelly

Synopsis: Classically drawn western about newlywed marshal (Cooper) deserted by his community in the face of evil. On his wedding day, Cooper is forced to face an old enemy alone as the people of his town turn their backs on him. His Quaker bride, Kelly, ultimately comes to his aid as the clock ticks toward noon and the inevitable shootout. Academy Award winner for Best Picture, memorable for its tight structure and iconic Academy Award-winning performance by Cooper.

34. To Kill A Mockingbird (1962) - Universal

Director: Robert Mulligan

Stars: Gregory Peck; Mary Badham; Philip Alford; Robert Duvall

Synopsis: Foote's screenplay is an affecting adaptation of Harper Lee's novel about a small-town widowed Southern lawyer's (Peck) defense of a black man accused of raping a white woman in the 1930s. At home, he raises his daughter, Scout, and his son, Jem, and teaches them about compassion and the evils of prejudice. Remembered for Peck's Academy Award-winning performance as lawyer Atticus Finch and the debut of Robert Duvall as recluse Boo Radley.

35. It Happened One Night (1934) - Columbia

Director: Frank Capra

Stars: Clark Gable; Claudette Colbert; Walter Connolly

Synopsis: Definitive screwball comedy - a landmark battle of the sexes love story between a runaway heiress bride (Colbert) who shows her legs to hitch a ride on their trip from Florida to New York, and learns about life and live, and an unemployed, unscrupulous newspaperman/reporter (Gable) who separates their beds at night with a blanket known as the "walls of Jericho." Love blossoms along the way, despite the "Wall of Jericho" that divides them. The film was an unqualified success and still provides inspiration for many comedies. It was the first film to sweep the four top Academy Awards - winning Best Picture, Best Actor, Best Actress, and Best Director - and established Capra as the preeminent director of the 1930s. Gable's bare-chested presence onscreen caused a decline in US undershirt sales.

36. Midnight Cowboy (1969) - United Artists

Director: John Schlesinger

Stars: Jon Voight; Dustin Hoffman; Sylvia Miles, Brenda Vaccaro

Synopsis: Dark, powerful character drama about misfits living on the fringe in New York City. Voight is Joe Buck, a country boy who arrives in New York City to make his fortune as a hustler. As he struggles to maintain a living, he meets Hoffman's Ratzo Rizzo, and the two friends work together to find a better life. Based on the novel by James Lee Herlihy, it was the first and only X-rated film to win an Academy Award for Best Picture (later edited to gain R rating). "I'm walkin' here!"

37. The Best Years of Our Lives (1946) - Goldwyn, RKO

Director: William Wyler

Stars: Myrna Loy; Fredric March; Dana Andrews; Teresa Wright, Harold Russell

Synopsis: Poignant drama of three returning World War II veterans from different strata of society, who faced difficult readjustments to everyday civilian life in this thoughtful film for its generation, which simply and realistically showed a real-life soldier coping with devastating injuries. Won Academy Awards for Best Picture, Best Actor, Best Director, and Supporting Actor (Harold Russell, as a veteran who lost both hands in the war). Memorable March homecoming scene.

38. Double Indemnity (1944) - Paramount

Director: Billy Wilder

Stars: Fred MacMurray; Edward G. Robinson; Barbara Stanwyck

Synopsis: This crackling adaptation of James Cain's shady tale of an insurance salesman lured into murder was brilliantly cast with the usually "nice guy" MacMurray as the slick agent in love with calculating and scheming Stanwyck. Features a sharp Wilder/Raymond Chandler screenplay and steamy chemistry between the leads. Robinson provides the moral center as the salesman's dogged colleague.

39. Doctor Zhivago (1965) - MGM

Director: David Lean

Stars: Omar Sharif; Julie Christie; Geraldine Chaplin

Synopsis: Lean's sweeping adaptation of Boris Pasternak's epic novel, set amid the turmoil of World War I and the Bolshevik Revolution, stars Sharif in the title role as the married Russian doctor-poet with feelings for two women. One of the two is Lara, played by Christie, who inspires him to write beautiful love poems that contrast with the stark realities of life in Russia after the 1917 Communist Revolution. Maurice Jarre won an Academy Award for his romantic score.

40. North By Northwest (1959) - MGM

Director: Alfred Hitchcock

Stars: Cary Grant; Eva Marie Saint; James Mason; Jessie Royce Landis

Synopsis: Witty, baroque mystery that begins with the mistaken identity of Roger Thornhill (Grant) and moves to a cross-country chase. Grant is the Hitchcockian man caught up in something he doesn't understand as he travels from New York to the carved faces of Mount Rushmore in this mire of spies, counterspies and romance. Notable scenes include the thrilling crop-dusting airplane sequence.

41. West Side Story (1961) - United Artists

Director: Robert Wise, Jerome Robbins

Stars: Natalie Wood; George Chakiris; Rita Moreno; Richard Beymer; Russ Tamblyn

Synopsis: Masterful film adaptation of the Leonard Bernstein-Stephen Sondheim landmark Broadway musical about gang life and star-crossed love that captures its vigor, color, and tragedy. It's the Romeo and Juliet story in 1950s New York City with the Sharks and the Jets squaring off, and it features dramatic songs including "Tonight," "Somewhere," and "America." Earned Academy Awards for Best Picture, Director, and Supporting Actor and Actress, among others.

42. Rear Window (1954) - Paramount

Director: Alfred Hitchcock

Stars: James Stewart; Grace Kelly; Wendell Corey; Thelma Ritter; Raymond Burr

Synopsis: When a broken leg forces photographer Stewart to become convalescent and wheelchair-bound in his New York City apartment, he amuses himself by amiably spying on his neighbors and soon becomes obsessed when he thinks he has uncovered a bona fide murder case. Kelly, as his fashion-model girlfriend, helps with amateur detective work, and voyeurism. Based on a Cornell Woolrich story. Notable for its rendering of 1950s New York City and for Kelly's stylish costumes.

43. King Kong (1933) - RKO

Director: Merian C. Cooper, Ernest B. Schoedsack

Stars: Fay Wray; Robert Armstrong; Bruce Cabot

Synopsis: Tragic fantasy-adventure of a giant misunderstood ape, his adoring love for a woman (Wray), and the closing sequence of his death atop the Empire State Building. But it wasn't the airplanes that killed the mighty Kong - "It was beauty killed the beast." Legendary special effects and animation (with live action) by Willis O'Brien. Pounding score by Max Steiner.

44. The Birth Of A Nation (1915) - Epoch Producing Co.

Director: D.W. Griffith

Stars: Lillian Gish; Mae Marsh; Henry B. Walthall; Miriam Cooper; Wallace Reid; Elmo Lincoln

Synopsis: Groundbreaking, all-star silent epic of Civil War and Reconstruction strife seen through the eyes of two families, one Union, one Confederate. Notable for intricate narrative that is sustained for over two and a half hours. This now-controversial film (with its racism and heroic depiction of the Ku Klux Klan) was the first of the great American epic films and a landmark in the development of the motion picture.

45. A Streetcar Named Desire (1951) - Warner Bros.

Director: Elia Kazan

Stars: Marlon Brando; Vivien Leigh; Kim Hunter; Karl Malden

Synopsis: Potent adaptation of the Tennessee Williams tragedy-play is brought to the big screen with Brando as Stanley Kowalski, the blue-collared brute married to the sister (Hunter) of an emotionally fragile, aging Southern belle (Leigh) named Blanche DuBois. The film established coarse Brando as a star and gained Academy Awards for Leigh, Malden, and Hunter. "Stella!"

46. A Clockwork Orange (1971) - Warner Bros.

Director: Stanley Kubrick

Stars: Malcolm McDowell; Patrick Magee; Adrienne Corri; Michael Bates

Synopsis: Stunning, stylized adaptation of Anthony Burgess's dark, socially-satiric novel, seen through the eyes of Alex (McDowell) and his "droogs" as they terrorize their way through London with 'ultraviolence', until he is reprogrammed. The controversial, farsighted work was edited from its original X rating to an R rating.

47. Taxi Driver (1976) - Columbia

Director: Martin Scorsese

Stars: Robert De Niro; Jodie Foster; Cybill Shepherd; Harvey Keitel

Synopsis: Unsettling urban drama of New York City cab driver Travis Bickle (De Niro), whose rage builds in a lonely, dark world, until his attempt to befriend and free Foster's 12-year-old prostitute from her pimp culminates in a violent shoot-out. He combats the crime and filth of the city through what he believes to be righteous violence. The sight of Bickle barking "You talkin' to me?" to himself in the mirror is still shocking. The moody score by Bernard Herrmann (his last work) captures New York's menacing darkness.

48. Jaws (1975) - Universal

Director: Steven Spielberg

Stars: Roy Scheider; Robert Shaw; Richard Dreyfuss

Synopsis: Thrilling adventure about a killer shark and the motley crew hunting for it. Spielberg pits three men against a Great White Shark that has been attacking swimmers at an island resort in New England. The film redefined the word "blockbuster," and John Williams' score (that won an Academy Award) still haunts swimmers around the world. Notable for lifelike mechanical shark.

49. Snow White And The Seven Dwarfs (1937) - RKO/Walt Disney

Director: David Hand, Ben Sharpsteen, William Cottrell, Walt Disney, and others

Stars: Adriana Caselotti; Harry Stockwell; Lucille LaVerne (voices)

Synopsis: Disney's first feature-length animated film charmed audiences with its fluid and rich artwork and detail, distinctive fairytale characters, and charming songs such as the enduring "Whistle While You Work" and "Someday My Prince Will Come."

50. Butch Cassidy and the Sundance Kid (1969) - 20th Century Fox

Director: George Roy Hill

Stars: Paul Newman; Robert Redford; Katharine Ross

Synopsis: Genial character western chronicling the relationship of two bandits (Newman and Redford), two offbeat outlaws who run (and jump) from the law, then flee to Bolivia where they meet a bloody end in their final attempt to escape the law. Marked by William Goldman's keen Academy Award-winning Original Screenplay and star turns by the two leads. The action-filled, lightly comic Western features the Burt Bacharach song "Raindrops Keep Falling on My Head."

51. The Philadelphia Story (1940) - MGM

Director: George Cukor

Stars: Katharine Hepburn; Cary Grant; James Stewart; Ruth Hussey

Synopsis: Divine adaptation of the Philip Barry marriage comedy features three of the screen's biggest stars at their wittiest and most beautiful. Hepburn reprises her stage role as a haughty heiress (who is "lit from within") who is about to wed a pompous self-made man. Reporter Stewart is covering the society event and helps her down from her pedestal - especially during a tipsy wedding-eve encounter - and into the arms of ex-husband Grant. Memorable drunk scenes between Stewart and Hepburn, and Stewart and Grant. Stewart won an Academy Award for Best Actor, among others.

52. From Here to Eternity (1953) - Columbia

Director: Fred Zinnemann

Stars: Montgomery Clift; Burt Lancaster; Deborah Kerr; Frank Sinatra; Donna Reed

Synopsis: Blistering adaptation of James Jones's novel of army life in Hawaii on the eve of the US entrance into WWII. The image of waves crashing over the passionately embracing Kerr and Lancaster is one of the most sensual (and much-imitated) ever filmed. The bombing of Pearl Harbor interrupts the two love affairs in the film. The film captured Academy Awards for Best Picture and Director, as well as a career-rebuilding Best Supporting Actor award for Sinatra.

53. Amadeus (1984) - Orion

Director: Milos Forman

Stars: F. Murray Abraham; Tom Hulce; Elizabeth Berridge

Synopsis: Sweeping drama of the difficult relationship between composers Wolfgang Amadeus Mozart (Hulce) and Antonio Salieri (Abraham). Salieri declares war against the heavens for speaking through the genius of Mozart in this study of the excesses of talent and jealousy. Flashbacks illuminate the mad, energetic brilliance of Mozart, and Salieri's struggle with his own mediocrity. Film won an Academy Award for Best Picture, and Abraham was named Best Actor, among others.

54. All Quiet On The Western Front (1930) - Universal

Director: Lewis Milestone

Stars: Lew Ayres; Louis Wolheim; John Wray; Slim Summerville

Synopsis: Powerful adaptation of the Erich Maria Remarque's anti-war dramatic novel about the experiences and lives of a group of fresh-faced German students who join the Army and become soldiers during World War I. Winner of Academy Awards for Best Picture and Best Director, among others, and it was a box-office success.

55. The Sound of Music (1965) - 20th Century Fox

Director: Robert Wise

Stars: Julie Andrews; Christopher Plummer; Eleanor Parker; Peggy Wood

Synopsis: Phenomenally popular film adaptation of the Rodgers and Hammerstein Broadway musical about the singing Von Trapp family and their escape from the Nazis. Andrews is Maria, a nun who becomes governess to the von Trapp family. Maria falls in love with the children and their handsome widowed father just as Austria is being annexed by the Nazis. The film's songs include the title song, "Do-Re-Mi," "Edelweiss," "My Favorite Things," and "Climb Every Mountain." Memorable opening sequence with Maria and the Alps. Five Academy Awards, including Best Picture and Director.

56. M*A*S*H (1970) - Aspen/20th Century Fox

Director: Robert Altman

Stars: Donald Sutherland; Elliott Gould; Sally Kellerman; Robert Duvall

Synopsis: Bawdy black comedy about the members of a free-wheeling, Mobile Army Surgical Hospital (MASH) during the Korean War. Sutherland's Hawkeye, Gould's Trapper John and Kellerman's Hotlips push the boundaries of irreverence and inject humor into the daily horrors they encounter behind the lines. The film's episodic narrative concludes with a football game that pits the surgeons, who have much in their bag of tricks, against the general's team. Established Altman as major iconoclastic director and helped usher in a decade of US film experimentation. It also inspired a long-running television series.

57. The Third Man (1949) - Korda/Selznick Releasing Org.

Director: Carol Reed

Stars: Joseph Cotten; Orson Welles; Alida Valli; Trevor Howard

Synopsis: The search for Harry Lime (Welles) is the center of this lithe mystery notable for its Academy Award-winning cinematography and distinctive, recurring zither music. A giant ferris wheel and a spectacular late-in-the film appearance by Welles as the mysterious "Harry Lime" highlight this tale of intrigue in post-World War II Vienna.

58. Fantasia (1940) - Walt Disney-RKO

Director: James Algar, Ben Sharpsteen, Walt Disney and others

Stars: Deems Taylor (narrator); Leopold Stokowski (himself) and the Philadelphia Orchestra

Synopsis: Disney's groundbreaking union and mixture of classical music and animated images is a visual feast for young and old. Presented in a dazzling, eight-part imaginative journey. Musical selections include Dukas' "The Sorcerer's Apprentice," with Mickey Mouse as the apprentice in one of the film's most indelible images, and Stravinsky's "Rite of Spring."

59. Rebel Without a Cause (1955) - Warner Bros.

Director: Nicholas Ray

Stars: James Dean; Natalie Wood; Sal Mineo; Jim Backus

Synopsis: Definitive film of 1950s teen disaffection memorable for Dean's defining role as a tortured high-school student. It seemed to define a generation of 1950s teenagers who felt lonely and isolated from their parents and sought solace with friends and authority-defying drag racing. Also notable are performances by Mineo as Dean's troubled friend and Backus as Dean's pitiable father.

60. Raiders of the Lost Ark (1981) - Paramount

Director: Steven Spielberg

Stars: Harrison Ford; Karen Allen; John Rhys-Davies

Synopsis: Rollicking yarn about archeologist Indiana Jones (Ford) with a flair for dramatic situations that follow his quest from the Amazon, through Egypt and on to the lost Ark of the Covenant. Poison darts, a giant rolling ball, pits full of snakes and an army of Nazis are just a few of the obstacles in his quest. Simultaneously paid homage to the tradition of movie serials and reinvented the adventure film. Followed by two sequels.

61. Vertigo (1958) - Paramount

Director: Alfred Hitchcock

Stars: James Stewart; Kim Novak; Barbara Bel Geddes

Synopsis: Obsession and suspense combine in this eerie drama about retired San Francisco police detective "Scottie" Ferguson (Stewart). His fear of heights and boredom in retirement make him the foil in an elaborate murder plot. Novak is the mysterious woman with whom he falls in love. Hitchcock's mastery made the city and surrounding locations central to the plot. Tense score by Bernard Herrmann, memorable credits by Saul Bass. Considered by many film writers and scholars as Hitchcock's most ambitious film.

62. Tootsie (1982) - Columbia

Director: Sydney Pollack

Stars: Dustin Hoffman; Jessica Lange; Bill Murray (uncredited), Dabney Coleman; Charles Durning; Teri Garr

Synopsis: Hilarious comedy about a temperamental out of work actor Michael Dorsey (Hoffman) who puts on a dress, lands the role of a lifetime in a TV soap opera, and becomes a national phenomenon as straight-shooting female soap opera star Dorothy Michaels. Love interest/friend Lange and her lonely father make situations even more complicated in this gender-bending love story. Lange won an Academy Award for Best Supporting Actress for her performance.

63. Stagecoach (1939) - Walter Wanger/United Artists

Director: John Ford

Stars: John Wayne; Claire Trevor; Andy Devine; John Carradine; Thomas Mitchell

Synopsis: Absorbing character study of eventful stagecoach trip elevated the western in dramatic importance. Wayne as Ringo Kid was also propelled to stardom in this film as a vengeance-seeking fugitive whose outlook on life is transformed after he boards a stagecoach bound for Lordsville. One of a new style of big budget Westerns, the film is notable for Ford's first use of Monument Valley and its sensitive character studies. Stunning showcase of stuntwork by Yakima Canutt. For the role of the drunken doctor, Mitchell won an Academy Award for Best Supporting Actor.

64. Close Encounters of the Third Kind (1977) - Columbia

Director: Steven Spielberg

Stars: Richard Dreyfuss; Francois Truffaut; Teri Garr

Synopsis: Spectacular, hopeful mystery that celebrates the possibility of friendly extraterrestrial life. Spielberg's science fiction fantasy is the story of an average man (Dreyfuss) who finds himself called by an otherworldly source, culminating in his rendezvous with alien creatures. Groundbreaking special effects and inviting John Williams score.

65. The Silence of the Lambs (1991) - Orion

Director: Jonathan Demme

Stars: Jodie Foster; Scott Glenn; Anthony Hopkins

Synopsis: Engrossing adaptation of Thomas Harris' crime novel and character study. "I ate his liver with some fava beans and a nice Chianti" hisses Hopkins' Hannibal Lecter, a brilliant serial killer engaged by Foster's FBI agent in an effort to capture another killer on the loose. Notable for the complex relationship between the agent and cannibalistic criminal Hannibal. Won Academy Awards for Best Picture, Best Actor, Actress, and Director, among others.

66. Network (1976) - MGM/United Artists

Director: Sidney Lumet

Stars: Peter Finch; Faye Dunaway; William Holden; Robert Duvall

Synopsis: Biting satire of a television network's shameless search for ratings. Memorable for its prophetic screenplay by Paddy Chayefsky and the performances of Dunaway and Finch. Finch is the news anchor on the brink of madness, Dunaway the aggressive producer on the climb and Holden the network head who upholds a moral code...temporarily. All three garnered Academy Awards, as did Supporting Actress Beatrice Straight. Chayefsky and Lumet's satire on television had the nation yelling: "I'm mad as hell, and I'm not going to take it anymore!"

67. The Manchurian Candidate (1962) - United Artists

Director: John Frankenheimer

Stars: Frank Sinatra; Laurence Harvey; Angela Lansbury; Janet Leigh

Synopsis: Suspense thriller about a veteran (Sinatra), a brain-washed former POW from the Korean War, who suspects that a fellow soldier, hailed as a hero, is actually something else. Harvey is the "hero" who has been trained or programmed by the Communists as an assassin, and a Queen of Hearts is the key to his personality. Notable for its political satire, visual inventiveness, and Lansbury's performance as a scheming mother.

68. An American In Paris (1951) - MGM

Director: Vincente Minnelli

Stars: Gene Kelly; Leslie Caron; Oscar Levant; Nina Foch

Synopsis: Academy Award-winning film about American artist (Kelly) finding love with Frenchwoman (Caron). A showcase for dazzling scenes built around George and Ira Gershwin's lush score. The music and the dancing of Kelly and Caron are at the center of this fluid, visually beautiful love story set in post-war Paris. The ballet sequence, filmed in the style of Impressionist paintings, is legendary. Songs include "I Got Rhythm," "Embraceable You," "S'Wonderful," and the title song.

69. Shane (1953) - Paramount

Director: George Stevens

Stars: Alan Ladd; Jean Arthur; Van Heflin; Jack Palance; Brandon de Wilde

Synopsis: Elemental, landmark western about lone, former gunslinger (Ladd) who helps a family of settlers defend and protect themselves against some murdering cattlemen, including Palance. Ladd's stoic Shane, who is idolized by the settlers' son, is the archetypal Western hero. De Wilde's closing call to Shane caps the film.

70. The French Connection (1971) - 20th Century-Fox

Director: William Friedkin

Stars: Gene Hackman; Fernando Rey; Roy Scheider

Synopsis: Gritty action drama about unconventional "Popeye" Doyle (Hackman), a brash New York City detective who tracks international heroin smugglers and uncovers a major drug operation. The spectacular car chase under the elevated train tracks is movie legend. Won five Academy Awards, including Best Picture and Actor, among others.

71. Forrest Gump (1994) - Paramount

Director: Robert Zemeckis

Stars: Tom Hanks; Robin Wright; Gary Sinise; Sally Field

Synopsis: Poignant drama of a simple, kind man named Forrest Gump (Hanks), who despite being mentally challenged, tries hard, is honest and places his trust in luck. He tells his life story to anyone who sits next to him at a bus stop, and the flashbacks follow Forrest and his good heart through some of the highlights of modern American history. He becomes central to the major events of the late 20th century and finds true love with Wright along the way. Through the use of seamless digital visual imagery, Forrest appears to interact in scenes with John F. Kennedy, John Lennon and George Wallace. This adaptation of Winston Groom's novel won Academy Awards for Best Picture and Best Actor. "Life is like a box of chocolates."

72. Ben-Hur (1959) - MGM

Director: William Wyler

Stars: Charlton Heston; Jack Hawkins; Stephen Boyd; Hugh Griffith

Synopsis: This epic, character-driven adaptation of Lew Wallace's religious novel set in the time of Christ, a remake of the 1926 film, features Heston as the title character, a wealthy Jew whose former childhood friend, a Roman, causes him to lose everything. He eventually gets his revenge in the film's most impressive and legendary action scene - the spectacular chariot race. Won Academy Awards for Best Picture, Director, and Supporting Actor (Griffith), among others.

73. Wuthering Heights (1939) - United Artists

Director: William Wyler

Stars: Merle Oberon; Laurence Olivier; David Niven; Flora Robson

Synopsis: Gregg Toland's moody, stunning Academy Award-winning cinematography infuses the film adaptation of the Emily Bronte novel with a haunting atmosphere. Features Olivier and Oberon as the doomed romantic couple, with Olivier as the brooding master of Wuthering Heights who roams the English moors in search of his lost love, Oberon.

74. The Gold Rush (1925) - United Artists

Director: Charlie Chaplin

Stars: Charlie Chaplin; Georgia Hale; Mack Swain; Tom Murray

Synopsis: In one of Chaplin's most famous films, a poignant comedy that defines Chaplin's silent work, a lone Alaskan prospector (Chaplin), the Little Tramp, battles the elements in search of gold, adventure, love and a girl in the Yukon. He attempts to stave off hunger by dining on his shoe, much to the consternation of cabin mate Swain, who imagines that Charlie is a giant chicken. The film's many memorable scenes include the meal he makes of his boiled leather boot, a famished Swain's vision of Chaplin as a giant chicken, and the dance of the rolls. Chaplin also wrote the score and screenplay.

75. Dances With Wolves (1990) - Orion

Director: Kevin Costner

Stars: Kevin Costner; Mary McDonnell; Graham Greene

Synopsis: Civil War captain (Costner) finds a new home among the Sioux Indians in this Academy Award-winning movie, Costner's directoral debut. Costner directs and stars in this epic vision of the old West, where as a disillusioned soldier, he leaves the Civil War and strikes out to the prairie on his own. After a difficult start, he learns to live, love and respect the land when the Sioux Indians welcome him into their tribe. Memorable for its atmospheric location cinematography and feeling portrayal of Native American life.

76. City Lights (1931) - Chaplin/United Artists

Director: Charlie Chaplin

Stars: Charlie Chaplin; Virginia Cherrill; Harry Myers; Florence Lee

Synopsis: A moving tragi-comedy/drama in which the Little Tramp falls hopelessly in love with a blind flower girl (Cherrill), and experiences difficulty linked to a rich and eccentric lush (Myers). Perhaps best remembered for the dramatic ending when she first sees the face that helped her regain her sight, the film is grounded in classic Chaplin comedy. Among the most memorable laughs has Chaplin trying to raise money for the girl's operation by entering the boxing ring in a bout that he thinks has been fixed. Notable as an exquisite Chaplinesque blend of drama, passion, self-sacrifice and true love.

77. American Graffiti (1973) - Universal

Director: George Lucas

Stars: Richard Dreyfuss; Ron Howard; Candy Clark; Harrison Ford; Paul LeMat; Cindy Williams; Mackenzie Phillips; Charles Martin Smith

Synopsis: "Where were you in '62?" was the advertising slogan for this nostalgic, comical, coming-of-age story of California teenagers/high-school graduates during an eventful late-summer night out on the town in 1962, who mark passage from high school into adulthood. This funny, melancholy film brought the director to prominence, featured a grown-up Howard, and made stars of newcomers Ford and Dreyfuss; use of early rock hits influenced soundtracks for years.

78. Rocky (1976) - United Artists

Director: John G. Avildsen

Stars: Sylvester Stallone; Talia Shire; Burgess Meredith; Carl Weathers

Synopsis: Crowd-pleasing Cinderella drama of small-time boxer Rocky Balboa (Stallone), an underclassed boxer from Philadelphia, whose dream is to fight for the championship belt. He gets his last chance to prove himself in a championship match against Apollo Creed (Weathers). With the help of his new love Adrian (Shire), and his wily and irascible boxing coach (Meredith), he steps into the ring against Creed and exits an American film icon. An Academy Award winner, the film made Stallone a star and sparked four sequels.

79. The Deer Hunter (1978) - Warner Bros.

Director: Michael Cimino

Stars: Robert De Niro; Christopher Walken; Meryl Streep; John Savage; John Cazale

Synopsis: Cimino's epic film, an intense drama about friendship and the effects of Vietnam War service on a group of three steelworker friends and their western Pennsylvania community, whose lives are irrevocably changed by a tour of duty in Vietnam. The film is renowned for the Russian roulette scenes. Winner of Academy Awards for Best Picture and Supporting Actor (Walken), among others.

80. The Wild Bunch (1969) - Warner Bros.-Seven Arts

Director: Sam Peckinpah

Stars: William Holden; Ernest Borgnine; Robert Ryan; Ben Johnson

Synopsis: Anti-heroic western about a group of aging desperados who plan one last and final heist before retiring. Holden is the leader of the band of outlaws in 1913 Texas. Peckinpah's use of slow motion and Lou Lombardo's editing are considered milestones in the Western genre. Notable for its grittiness and lyrical representation of violence.

81. Modern Times (1936) - United Artists

Director: Charlie Chaplin

Stars: Charlie Chaplin; Paulette Goddard; Henry Bergman

Synopsis: Poignant comedy-drama about the dehumanization of the machine age. Chaplin ended the silent era with this film, his last silent film, about a little man working on an assembly line, who is literally caught in the hub and cogs of an industrialized society, and after several trips to the hospital and jail, ultimately finds happiness with a kindred soul.

82. Giant (1956) - Warner Bros.

Director: George Stevens

Stars: Elizabeth Taylor; James Dean; Rock Hudson; Mercedes McCambridge

Synopsis: Generational epic based on Edna Ferber's saga of wealth and prejudice during twenty-five years in the life of a Texas ranching family. It boasts the sprawling Texas countryside, co-stars Taylor, Hudson and Dean, and features a fistfight in a diner fought to the strains of "The Yellow Rose of Texas." Notable for its star turns and as Dean's final film.

83. Platoon (1986) - Orion

Director: Oliver Stone

Stars: Tom Berenger; Willem Dafoe; Charlie Sheen, Forest Whitaker

Synopsis: Intense drama about the Vietnam War depicts harshness and cruelties through the eyes of a soldier played by Sheen, a young man from a privileged background who volunteers to serve in Vietnam and experiences the horror of war first-hand. He tries to make sense of the madness through the leadership provided by Dafoe's sensitive Sergeant Elias and Berenger's scarred and unfeeling Sergeant Barnes. Acclaimed for its realism, the film won Academy Awards for Best Picture and Best Director, among others.

84. Fargo (1996) - Gramercy Pictures/Polygram Filmed Entertainment/Working Title Films

Director: Joel Coen

Stars: Frances McDormand; William H. Macy; Steve Buscemi

Synopsis: Dark, jaunty, but grisly crime drama about a Minnesota gruesome multiple murder case (intertwined with a botched kidnapping job hatched by Macy) in a frigid and snowy landscape under the able investigation of pregnant police chief Marge (McDormand). She reconstructs the crime with a style all her own. Wood-chipper scene and blinding white exterior shots are notable. Academy Award winner for Best Actress and Best Original Screenplay. "You betcha."

85. Duck Soup (1933) - Paramount

Director: Leo McCarey

Stars: Groucho, Harpo, Chico, Zeppo Marx; Margaret Dumont; Louis Calhern

Synopsis: Quintessential, anarchic Marx Brothers comedy about the Prime Minister of Freedonia Rufus T. Firefly (Groucho), and his war on another fictional country, Sylvania, with the help of Chico's peanut salesman and his sidekick, Harpo. Released at the height of the Depression, this Marx Brothers comedy is a satirical attack on politics and the absurdity of war. At the height of battle, Groucho says to his brothers of Dumont, "Remember, we're fighting for this woman's honor, which is probably more than she ever did." In one memorable scene, Groucho, dictator of the mythical country of Freedonia, mistakes Harpo for his mirror image. Other timeless gags involve a street vendor and a sidecar. Zeppo's last film.

86. Mutiny on the Bounty (1935) - MGM

Director: Frank Lloyd

Stars: Charles Laughton; Clark Gable; Franchot Tone

Synopsis: Bracing adaptation of the adventure novel by Charles Nordhoff and James Norman Hall about 18th-century sea justice based on an historical incident, with meaty performances by Laughton as Captain William Bligh, an excellent seaman whose lack of humanity and rigid adherence to regulations forces Gable's noble Fletcher Christian to lead a mutiny against him. Won an Academy Award for Best Picture.

87. Frankenstein (1931) - Universal

Director: James Whale

Stars: Colin Clive; Boris Karloff; Mae Clarke; John Boles; Dwight Frye; Edward Van Sloan

Synopsis: The original sound version of Mary Shelley's classic horror novel is notable for its Gothic atmosphere and haunting makeup and the poignant performance by Karloff as the Monster brought to life by the scientist Frankenstein (Clive). Whale ushered in a new era of horror films, and Karloff was never quite able to shake his image as the frightening, yet often sympathetic "monster" of Dr. Frankenstein.

88. Easy Rider (1969) - Columbia

Director: Dennis Hopper

Stars: Peter Fonda; Dennis Hopper; Jack Nicholson; Karen Black

Synopsis: Definitive countercultural road movie follows motorcycle-riding duo (Hopper and Fonda) across America to find America. Nicholson gained notice for his supporting role as a lawyer, leading to stardom in the 1970s. The film became an anthem for the 1960s' cultural dialogue on freedom, individualism and patriotism.

89. Patton (1970) - 20th Century-Fox

Director: Franklin J. Schaffner

Stars: George C. Scott; Karl Malden; Stephen Young

Synopsis: Intelligent epic biography of "Blood and Guts" World War II general, notable for its riveting opening sequence of Scott as Patton speaking in front of an American flag that fills the screen, and Scott's commanding title performance. Film won an Academy Award for Best Picture; Scott won (and refused) an award for Best Actor.

90. The Jazz Singer (1927) - Warner Bros.

Director: Alan Crosland

Stars: Al Jolson; May McAvoy; Warner Oland; Eugenie Besserer; William Demarest

Synopsis: Pioneering silent film with sound portions about a cantor's son (Jolson) who enters show business. It wasn't really the first "talkie," but its release marked the death knell for silent pictures and helped launch the sound era. Jolson, as the rabbi's son who wants to be a Broadway star, tells the audience "You ain't heard nothin' yet." Songs include "Blue Skies," "Mammy," and "Toot Toot Tootsie, Goodbye."

91. My Fair Lady (1964) - Warner Bros.

Director: George Cukor

Stars: Rex Harrison; Audrey Hepburn; Stanley Holloway; Gladys Cooper; Wilfrid Hyde-White

Synopsis: Lush adaptation of the Lerner and Loewe musical, an adaptation of George Bernard Shaw's Pygmalion, that features Harrison reprising his stage role as Henry Higgins, who takes a bet that he can transform the young spirited cockney Eliza Doolittle (Hepburn) into a proper lady. Earned Academy Awards for Best Picture, Best Actor, and Director, but the music is the film's enduring element. Lerner and Loewe's songs include "Wouldn't It Be Loverly," "The Rain In Spain," "On the Street Where You Live," and "I've Grown Accustomed to Her Face."

92. A Place in the Sun (1951) - Paramount

Director: George Stevens

Stars: Montgomery Clift; Elizabeth Taylor; Shelley Winters

Synopsis: Atmospheric adaptation of Theodore Dreiser's novel An American Tragedy. Features a smoldering performance from Clift as he pursues the gorgeous, elusive, and rich Taylor. When the brooding Clift meets beautiful socialite Taylor, he has to do something about his pregnant girlfriend Winters. Whether or not Winters' drowning death is accidental, Clift must pay the ultimate price.

93. The Apartment (1960) - United Artists

Director: Billy Wilder

Stars: Jack Lemmon; Shirley MacLaine; Fred MacMurray

Synopsis: In this sparkling office comedy, a career-climbing insurance clerk (Lemmon) advances his career when he offers his boss (MacMurray) the use of his apartment as an evening love nest for an extra-marital fling. He soon gets tangled up with the boss's flighty and fragile girlfriend (MacLaine), the insurance building's elevator operator, and his career gets dangerously close to plummeting back down to the lobby. Winner of Academy Awards for Best Picture, Director, and Original Screenplay.

94. GoodFellas (1990) - Warner Bros.

Director: Martin Scorsese

Stars: Robert De Niro; Joe Pesci; Ray Liotta; Lorraine Bracco

Synopsis: Based on a true story in Nicholas Pileggi's book Wiseguy, this is a violent, unromanticized drama about modern-day New York City Mafia underworld life, as seen through the eyes of former member Henry Hill (Liotta). Hill dreamed as a kid of becoming a member of the glamorous mob who ran his New York neighborhood. De Niro and Pesci are members of the family he ascends to, until he breaks the code and eventually falls from grace.

95. Pulp Fiction (1994) - A Band Apart/Jersey Films/Miramax Films

Director: Quentin Tarantino

Stars: John Travolta; Samuel L. Jackson; Uma Thurman; Bruce Willis; Harvey Keitel; Tim Roth; Amanda Plummer, Ving Rhames

Synopsis: Tarantino weaves together multiple stories that juggle plot lines, time frames and characters that inhabit the seamy side of Los Angeles, including Travolta and Jackson as hit-men with strong moral codes, Willis as a low-life boxer and, of course, The Gimp. The stories form a frenetic meditation on underworld honor. The Travolta-Thurman dance scene and metaphysical discussions between Travolta and Jackson are memorable.

96. The Searchers (1956) - Warner Bros.

Director: John Ford

Stars: John Wayne; Jeffrey Hunter; Natalie Wood; Ward Bond; Vera Miles

Synopsis: Haunting western, Ford's masterpiece, about Ethan Edwards (Wayne), an Indian-hating ex-soldier, who spends years in an obsessive and relentless search for his niece Debbie (Wood), who was abducted and captured in childhood during a Comanche Indian raid. Indelible closing shot shows the eternal divide between Edwards and his family, and between the frontier and civilization.

97. Bringing Up Baby (1938) - RKO

Director: Howard Hawks

Stars: Katharine Hepburn; Cary Grant; Charlie Ruggles

Synopsis: Archetypal, fast-paced screwball comedy about madcap heiress (Hepburn), with the help of her pet leopard Baby and a wire-haired terrier named George, who wreaks havoc and derails the staid life of a paleontologist (Grant). Funny and fast, it features song standard, "I Can't Give You Anything But Love," sung to the leopard perched on a roof.

98. Unforgiven (1992) - Malpaso Productions/Warner Bros.

Director: Clint Eastwood

Stars: Clint Eastwood; Morgan Freeman; Gene Hackman, Frances Fisher

Synopsis: Meditative western about a reformed killer (Eastwood) called to one last gunfight. Eastwood directs and stars as a formerly notorious gunslinger who is forced to return to his murderous ways after his wife dies and his family needs money. The film was noted for challenging the morality of Western stereotypes created by American film. Academy Award winner for Best Picture, Director, and Supporting Actor (Hackman).

99. Guess Who's Coming To Dinner (1967) - Columbia

Director: Stanley Kramer

Stars: Katharine Hepburn; Spencer Tracy; Sidney Poitier; Katharine Houghton

Synopsis: Timely drama about parents (Tracy and Hepburn sharing the screen for the last time) who learn of inter-racial romance between their daughter (Houghton) and an erudite, well-spoken African-American (Poitier). She brings him home for dinner and tests the family's socially liberal resolve. Tracy's last film, especially poignant for a scene in which he and Hepburn reflect on the power of love. Hepburn won an Academy Award for Best Actress.