Will’s Top 100 Movies (90–81)

You know the drill. I’m just a bored cinephile in quarantine counting down my top 100 flicks, ten at a time. Here’s the new batch, why I think what I think about them, and where they’re currently streaming. Happy watching!

90. Spider-Man 2 (2004)

If ‘The Dark Knight’ was the movie that pushed the boundaries of what a superhero movie could be (before most of them went ahead and reverted back to what they’d been before), then ‘Spider-Man 2’ (what is it about superhero sequels?) was surely the best classic-mode superhero flick of that era. It’s cartoonish, but not overly so, it’s got plenty of heart and plenty of humor, but the jokes are always grounded in character and usually at the expense of the unlucky Peter Parker.

The villain (Alfred Molina plays Dr. Octopus) is both human and scary and there’s that one intense sequence where he wakes up in the hospital, mechanical arms newly-attached, that reminds you Sam Raimi began his career directing horror films. 16 years later we’ve seen plenty of Marvel movies with slicker special effects, yet I dare you to care about most of those characters as much as you want Toby Maguire’s put-upon Peter Parker to start finally winning. The romance here is actually a part of the story (Kirsten Dunst never gets enough credit for what she does in these movies) and Sam Raimi balances all the elements — humor, drama, love, action — to near perfection, flowing far better than any of his other big movies. Also Raimi, bless him, is never afraid to go over the top when it suits the moment; to name one fun example, I love the blonde woman who runs straight into the camera shrieking hysterically as Dr. Octopus climbs away from a crime scene.

Remember the great scene when Doc Oc throws a friggin’ car into a café just as Pete and Mary-Jane are about to kiss? Oc snatches MJ, threatening Pete that if he can’t get his pal Spider-Man to show in an hour he’ll “tear the flesh from her bone.” He stalks away and Peter, who’s been wrestling the whole movie with whether he can/should be Spider-Man, is suddenly seeing foggy out of his glasses. He lowers them, raises them again and we see from his point of view that his heightened “Spidey” senses have returned. This is his moment. Close up of his hand as he drops those stupid glasses on the sidewalk and clenches his hand into a fist. Now that’s a “fuck yeah” motivational blockbuster beat I’ll take over a dozen throwaway MCU jokes. (Now streaming on FXNow.)

89. Unforgiven (1992)

Decades after making his name scowling, growling and shooting many, many people in westerns, Clint Eastwood said that ‘Unforgiven’ was the culmination of that part of his career, and represented everything he had to say on the genre. He also said at the time he might just make this his last role as an actor. 28 years later I guess we can say at least he followed through on the first part. Eastwood had actually bought the script (by David Webb Peoples) in the ’70s, but wasn’t able to make it for nearly 20 years. That delay worked out for the best, since Eastwood had since aged into the lead role of retired gunfighter William Munny, who has reformed from his wicked ways and started a family later in life.

But Munny is called back to violence when a messenger tells him of a prostitute who’s been mutilated by a violent man who walked away free, and a handsome bounty offered to kill the responsible party. Munny gets his old buddy Ned (Morgan Freeman) to come along with him and thus begins Eastwood’s masterful exploration of morality, violence and how they relate to our art.

Gene Hackman gives one of his very best performances (which he won his second Oscar for) as “Little” Bill Daggett, the sheriff of Big Whiskey, the town with the brothel in question. Daggett is on one hand a real sadistic son of a bitch, yet he’s also a guy whose main goals are to keep the peace in his town and finish building his quaint summer cabin. He even institutes a civilian no-firearms policy for the town (in a western!) and for violating that Bill makes a display of publicly beating the crap out of “English” Bob (Richard Harris), a big-mouthed gunfighter who’s arrived to collect on the prostitutes’ hit.

In a revisionist western full of great scenes deconstructing Hollywood old west mythology, one of the most memorable for me comes when Bill dresses down Bob in Jail in front of Bob’s biographer W.W. Beauchamp (Saul Rubinek). When Bill insists on reading some of Beauchamp’s material, he starts “the duck of death.” Beauchamp giggles and corrects him, “duke.” Hackman, menacing as ever, defiantly continues “the duck of death…”

Some have accused this movie of hypocritically preaching anti-violence while reveling in its own killings. I disagree. The people in this movie do solve their problems with violence, but it never feels good, or inspires you to cheer like you might as a henchman is disposed in a traditional action flick. After one man is shot in one scene, we’re forced to listen to the poor guy die for the next few minutes, begging for water, which his murderer finally gives him. ‘Unforgiven’ is a haunting and unforgettable take on the most American of film genres. (Available to rent.)

88. Spartacus (1960)

In the late 1950s as production ramped up for William Wyler’s massive ‘Ben-Hur’ remake, movie star Kirk Douglas made clear that he very much wanted to play the lead role. Charlton Heston was cast instead, so Douglas figured screw them, he could make his own ancient epic. So he went and hired the blacklisted ace screenwriter Dalton Trumbo (who would be credited as “Sam Jackson,” so as to not ruffle any of Hollywood’s most capitalist feathers) to write his very own swords and sandals epic, based on Howard Fast’s 1951 novel, he could produce and star in.

Douglas would play the titular hero slave-turned-revolutionary, and he was able to cast some of the finest British actors of the time — Laurence Olivier, Charles Laughton and Peter Ustinov — to play the Romans. These guys agreed in part because Douglas had had Trumbo write different versions of the script — one catered to each actor, making it seem as though they would have all the best scenes. Naturally, once on set, they figured out the con, and so Trumbo was left constantly writing new scenes to please everyone at once, until he quit out of frustration. Douglas won him back by agreeing to credit Trumbo using his real name. And we haven’t even gotten to Stanley Kubrick yet…

Kubrick was not Douglas’ first (or likely second or third) choice to direct the picture, but he eventually settled on the future-auteur, who he’d worked with before on the World War I tragedy ‘Paths of Glory,’ after firing the first director Anthony Mann a few days into filming. Douglas pointed out to the execs that “at least Kubrick will be cheap.” So our pal Stanley came on and right away set about cutting a great deal of Spartacus’ dialogue in the first act of the movie, pointing out that the man starts as a mere slave, not some great orator. Good move for the right reason there, but Kubrick wanted to go further than that, opting to put most of the film’s focus on the Roman politics, rather than the slave rebellion, so that Douglas and Trumbo had to fight to keep Spartacus the main character.

The “I am Spartacus” moment, probably the most iconic in the film, wasn’t conceived until late into production. When Douglas first sent this addition to Kubrick, he didn’t even respond to him, waiting until Douglas asked him how he liked it on set to tell him “it’s stupid, we’re not doing it.” Douglas pinned Kubrick to a wall and insisted that yes, they fucking were.

Often this kind of backstage drama results in a flawed, if not dreadful product, but this is one of those cases, like ‘The Godfather’ or ‘Star Wars’ where it yielded something very worthwhile. The stellar Jean Simmons, who had played the Ophelia to Laurence Olivier’s Hamlet as a teenager, plays Spartacus’ love and Alex North composed the rousing musical score. (His beautiful love theme from the film often accompanies figure skaters today.)

And allow me to briefly bring up the infamous bath scene between Laurence Olivier and Tony Curtis. Olivier’s Roman noble Crassus has his hunky slave boy Antoninus (Curtis) sponge him down in a dim bluish bathhouse as some creepy spa music plays, while Crassus asks Antoninus if he prefers oysters, snails, or both, and is that wrong? This was deemed entirely too gay by the sensors in 1960 so the scene was originally cut, but if you watch the movie now you’ll be watching the 1991 restoration, which added the scene back in; though the original audio track was lost in the vault, so Anthony Hopkins now supplies the voice of Olivier. You may questions how accurately the scene reflects the actual sexual politics of ancient Rome but you can’t deny it’s a provocative moment for 60 years ago that adds layer to an already-interesting villain.

I’m not naive enough to think any of the most popular ancient epics you can think of are perfect films, but ‘Spartacus’ is the one I pick above the others. ‘Ben-Hur’ is too uneven, though its famous chariot race is a better sequence than any of the action in ‘Spartacus’ (to be fair, Douglas’ production just didn’t have that kind of money). Spartacus’ cinematic grandson, Ridley Scott’s ‘Gladiator,’ is a damn good movie, which basically just rearranges Spartacus’ character statuses (slave — gladiator— general), but it plays a bit monotone when compared to the fun ‘Spartacus.’ In ‘Spartacus’ you get the serious dramatic bits, but also a decent romance, and sly comedy from the likes of the great Charles Laughton and Peter Ustinov. When Ustinov gives a speech to the slaves to explain they will be trained as gladiators, he ends with “good luck, and may fortune smile upon… most of you.”

And so the pompous Douglas made a spite film better than the movie he was competing with, and indeed, perhaps any other in its sub-genre. This guy had such an ego that he actually showed up to the first script reading shirtless with a sword on his side, attracting some inevitable laughter from the British contingent of the cast. But rather than, say, Sylvester Stallone’s fantasy of the ‘Rocky’ films that a white man could ever defeat Muhammed Ali, Douglas had the humility to let Spartacus get beat multiple times in the film, including by the indispensable Woody Strode, in a small but memorable role. ‘Spartacus’ isn’t exactly a masterpiece, but it is a great genre-setting entertainment full of life and wit. (Available to rent.)

87. This Is Spinal Tap (1984)

The funniest movie ever made about music, and, so I’m told, if you’ve ever played in a band, less of a fiction and more of a hilarious and tragic dramatization of some of the worst days any band will face on the road. It’s the comic highpoint of the careers of everyone involved, including director Rob Reiner (who plays the fictional director Marty DiBergi in the film) and Christopher Guest (who would carry this “mockumentary” style into his own funny films such as ‘Waiting for Guffman’ and ‘Best in Show’).

All the original music perfectly captures whichever era these guys are parodying (we see the band’s earlier incarnations as ‘60s rockers and then ‘70s pop hippies before we get to all the hair metal) are spot-on. Even the promotional materials for this thing were a scream, including a trailer in which Reiner explains the premise of his film, lamenting that he doesn’t have any footage to show yet —so he plays a short about Danish cheese-rolling instead. Me continuing to review ‘Spinal Tap’ would just be a lot of me saying “hilarious” and rattling off quotes (“this amp goes to 11,” “he died in a bizarre gardening accident,” “fuck the napkin” — there’s a few out of my system now) so just do yourself a favor if you’ve never seen this comedy classic and get on that soon. (Available to rent.)

86. Mad Max: Fury Road (2015)

Here’s a movie I’d been excited for for nearly a decade since watching the wild 70s and 80s ‘Mad Max’ movies in high school and hearing there was another in the works. By the time this long-awaited sequel was ramping up its advertising campaign, I was excited but hesitant. The trailers looked promising, but it had been 30 years since ‘Beyond Thunderdome’ (which was easily the least of those first three films) was released and writer/director George Miller, who had mostly made family fare such as the ‘Babe’ sequel and both ‘Happy Feet’ movies in the meantime, was now 70 years old. How could this dude possibly still make the kind of bonkers, breathtaking action spectacle series fans would surely expect?

Well, sitting in the middle of the Westwood’s enormous Fox Village theater on opening night, it didn’t take long for us to realize we were in for something special. A big part of that has to do with Miller’s old-school approach to action movie-making. Much as Christopher Nolan does, Miller prefers his stunt work to be practical. So while some digital effects are of course used for stuff like color-correction and removing safety wires, the vast majority of the vehicular mayhem is done for real— including the huge explosions and those daredevil “polecats” (played by Cirque du Soleil performers) dangling from long poles attached to trucks zooming through the Namibian desert.

Then you have the tough and charismatic Charlize Theron as heroine Imperator Furiosa, and the weird, mumbling (what accent is that supposed to be exactly?) Tom Hardy replacing Mel Gibson as Max Rockatansky (continuity between films was never much of a concern for Miller, and those who complain this movie isn’t really Max’s story probably haven’t seen the previous ‘Mad’ sequels). And finally Hugh Keays-Byrne, who played the wonderfully sinister “Toe-Cutter” in 1979’s original ‘Mad Max’ costars as the villain Immorton Joe, a properly grotesque movie monster perfectly suited to this post-apocalyptic fantasy.

Miller was originally a doctor who made his first feature, ‘Mad Max,’ for a mere $300,000 in 1979, resorting to crashing his personal car on camera by the end of the production (the film would go on to gross over $100 million). Decades later, given the budget an oddball visionary like him truly deserved, he was able to deliver the kind of movie he’d always wanted to show us with the exhilarating sort-of-sequel ‘Fury Road.’ Throw in a righteous score by Junkie XL and some of Miller’s social/religious commentary and you’ve got the action film to beat in the 21st century. (Available to rent.)

85. Dazed and Confused (1993)

Richard Linklater’s classic coming of age high-school-meets-summer-vacation hang-out comedy is among the most fun movies which you can believe every second of. The relaxed, naturalistic tone is one of the things that makes ‘Dazed and Confused’ much more than just a later era’s update on George Lucas’ first hit, ‘American Graffiti.’ Inspired by Linklater’s high school days in Texas, the movie follows various cliques on the last day of school one 1970s summer in Austin, as the incoming freshman are hazed by the older kids, and then the partying and hooking up begins. Oh, and of course there’s Wooderson, immortally played by Matthew McConaughey, the dude who graduated in a year unspecified, but is still hanging around asking high school chicks to Aerosmith concerts.

The cast is a who’s who of young actors who would be way more famous by the end of the decade (Ben Affleck, Parker Posey, Milla Jovovich, the list goes on…) and the soundtrack boasts some of the best (and just a sprinkling of the worst) mid-70s pop. I’m gonna say my favorite moment in my most recent viewing (luckily enough projected on film at Santa Monica’s Aero Theater) came when Slater the stoner character gives his hazy version of early American history to his buddies (as far as I’m concerned the jury’s still out on whether Martha Washington growing fields of weed for George really saved the United States or not.) ‘Dazed and Confused’ is period-authentic, unpretentious and a total pleasure from beginning to end. (Now streaming on STARZ.)

84. From Russia with Love (1963)

The second 007 movie, following 1962’s ‘Dr. No,’ is based on Ian Fleming’s novel which JFK said was among his favorite books — an endorsement that that spiked the sales of the book series and prompted American producers to consider film adaptations in the first place. Later in 1964 the third film ‘Goldfinger’ would be released, setting box office records and turning James Bond into a phenomenon. ‘Goldfinger,’ probably the most iconic Bond picture, noticeably gave the series a more over-the-top and comical style, and while I’m extremely fond of the film and many of the subsequent movies it influenced, I’ll take the more sober spy yarn of ‘From Russia with Love’ to my desert island of cinema.

At least until Daniel Craig’s first take on the character in 2006’s excellent ‘Casino Royale’ it was hard to imagine a time when the biggest threat facing the famous fictional spy, who had since been to space and driven an invisible car, was being tricked into stealing a soviet decoding machine so the bad guys could kill him and take it. These bad guys work for SPECTRE (the “Special Executive for Counterintelligence, Terrorism, Revenge, Extortion” we learn in ‘Dr. No,’ though we’re spared that silly explanation in this film) and are among the most memorable in the series. Lotte Lenya plays the frightening defected Russian agent Rosa Klebb, who sexually harasses Bond’s romantic interest and has that sneaky poison knife shoe Christopher Nolan borrowed for ‘The Dark Knight.’

Then there’s Robert Shaw (Quint in ‘Jaws’ to most people, though his career was much richer than that) as the muscle Red Grant. Grant doesn’t speak for the majority of the film, merely stalking Bond in the background and even saving his life at one point so that Bond can still carry out SPECTRE’s mission. So it’s a surprise when he finally comes face to face with Bond, at first with the front of pretending to be Bond’s secret service contact he’s just murdered, and with a rather formal British cadence we’re not expecting. He calls Bond “old man,” an expression which turns Bond off in the novel and film, and, the snob that he is, Bond first suspects Grant is a fake when he orders red wine with fish. The fight between these two aboard the Orient Express is an all-time great, which only employed stunt-men for a single shot.

Monty Norman wrote the music for the first Bond film, and his contribution, other than some pretty clunky under-scoring was largely to adapt a tune he’d written for a musical years earlier into the Bond theme. John Barry, however, arranged that tune into its classic big band format (complete with the twangy acoustic guitar played by Vic Flick—there’s a musician’s name) and wrote the bridge and iconic horn blasts. The producers chose wisely and brought Barry back to score the second film (he would score ten more for them over the next 24 years), and it’s a rich, sexy soundtrack that sets the template for what we would come to think of as spy music. ‘From Russia with Love’ is great fun, and the series’ best, most exciting classic entry. (Now streaming on Prime Video, Hulu and EPIX.)

83. Out of the Past (1947)

Did a Robert Mitchum character ever fall for the right girl? It certainly wasn’t Jean Simmons in the aforementioned ‘Angel Face,’ nor by a long shot was it the magnetic Jane Greer in this classic crime picture — the best of Mitchum’s noirs and one of the genre’s all-time best with any cast. Speaking of notable cast, a young Kirk Douglas plays a gangster in this one who hires Mitchum’s tough guy to track down his girlfriend (Greer) who stole from him and fled to Mexico. Mitchum finds the girl, and wouldn’t you know it, the fool falls in love. Of course this is all in the past now, and the movie begins with Mitchum’s character laying low in a small town, working at an auto shop and seeing a nice girl (usually a blonde in these movies). But don’t these guys know the past always catches up with them in this kind of story?

‘Out of the Past’ was directed by Jacques Tourneur, who was known for the pulpy cult classics ‘Cat People’ and ‘I Walked with a Zombie’ (which was one of Hollywood’s first uses of those pesky undead monsters) and adapted (from his own novel) by Daniel Mainwaring, who would a decade later write the great, original ‘Invasion of the Body Snatchers.’ If you’ve never seen a classic 40s or 50s noir this is an excellent place to jump in, with a good story you can actually follow (unlike, say, ‘The Big Sleep’ and other infamously convoluted detective pictures) and the effortlessly-cool Mitchum at the helm.

This is the kind of movie in which the characters smoke so much they have to make a joke about it at one point — Douglas offers Mitchum a cigarette and Mitchum holds up the one he’s already working on and says “smoking” — and the tough guys of Hollywood’s yesteryear say lines so ballsy and outrageous with enough charisma so that we actually believed them. When Greer is confessing her story to Mitchum, the couple cuddled up on the beach at night, she insists, “But I never stole any money. You do believe me, don’t you, Jeff?” Mitchum responds, before kissing her, “Baby, I don’t care.” (Available to rent.)

82. In Bruges (2008)

The best of the three films by acclaimed playwright Martin McDonagh, ‘In Bruges’ is also among the first movies to really get Colin Farrell. While the first part of the aughts seemed to make the mistake of trying to turn Farrell into Tom Cruise (fare like ‘The Recruit’ and ‘Miami Vice’ simply wasn’t him) this was the beginning of (some) creatives realizing if they stopped trying so hard to make him cool, a great and hilarious character actor was waiting underneath those bad boy good looks. Playing two exiled hitmen in the titular gorgeous Belgian city, Brendan Gleeson (this is also one of the best showcases for this too-often-sidelined actor’s talent) and Farrell, as a seasoned grump and an anxious mess, respectively, make for the perfect odd-couple pairing in this cult classic dark comedy.

Carter Burwell’s musical score adds a quirky yet ominous feeling to the already-rich environment, and Ralph Fiennes is screamingly funny as the short-tempered gangster our twosome report to. ‘In Bruges’ is extremely funny and exciting with substance and style to burn. There are too many quotes (and many of them far too dirty) to mention, so I’ll just leave you with Fiennes defending Bruges as an ideal vacation spot, “How could fucking swans not be somebody’s fucking thing?” How indeed… (Now streaming on Max Go.)

81. Toy Story (1995)

Honestly I’d be happy to throw a good third of Pixar’s filmography on any list of great films (‘Ratatouille,’ ‘Wall-E,’ ‘Inside Out,’ come on…) but why not first salute the one that started everything? Though there had been plenty of computer touches in Disney’s 90s hits up till then (‘Beauty and the Beast,’ ‘Aladdin’), no one had ever seen anything that looked quite like this. And while many previous Disney titles were certainly good in classic, earnest family movie form, ‘Toy Story’ brought to the studio a wit, modernity and emotional maturity that didn’t used to be associated with this kind of entertainment, and would become a part of the Pixar brand going forward.

If you were born within a decade of this classic, there’s a good chance you know it by heart, so I’ll go ahead and close by calling attention to how really, very sad it is when Buzz Lightyear crashes to the floor after trying to fly out of Sid the toy-murderer’s house as Randy Newman moans on the soundtrack that “I guess I will go sailing no more” — and also how funny Tom Hanks’ line reading of about a hundred no’s is when his match fails to light Buzz’s rocket jet-pack. (Now streaming on Disney +)