Emile Hirsch and Christina Ricci in Speed RacerSPEED RACER

In future years, when I'm wondering exactly when it was that I turned into a very old man, I'm hoping I'll remember the date of May 9, 2008, when I fell asleep some 45 minutes into the onslaught of candy-colored incoherence called Speed Racer. And when, after returning to consciousness a minute or so later, I made it through another couple of scenes before falling asleep again.

Shrek the ThirdSHREK THE THIRD

Shrek the Third finds its computer-animated ogre undergoing something of a mid-life crisis, and based on the evidence here, so is the series itself. In contrast to the constant hyperactivity and relentlessly aggressive pop-culture references of the first two Shrek films, this latest offering is notable for its distinct lack of aggression; the film hasn't completely shucked off the qualities that made its forbears such (literal) monster hits, but on occasion, it actually takes the time to curtail its smart-alecky, type-A tendencies and just breathe. In doing so, it stands as my favorite Shrek movie to date. Unfortunately, that isn't high praise.

Rudy Youngblood in ApocalyptoAPOCALYPTO

There was a lot that I hated about Mel Gibson's Mayan-language action epic Apocalypto.

I hated the obviousness of the opening 20 minutes, with the director crudely working overtime to make the Mayans "relatable." (Look! They played practical jokes! And teased their friends about their sex lives! And gave blow jobs! Just like us!) I hated the way Gibson was cranking up the audience's bloodlust via the sentimental idylls; our hero, Jaguar Paw (Rudy Youngblood), is given not only a sage, loving father and a devoted, nine-months-pregnant wife, but perhaps the cutest toddler on God's green earth.

Gwyneth Paltrow and Jake Gyllenhaal in ProofPROOF

Most cinephiles detest filmed versions of plays, with their awkward exposition, stagy dialogue, and functional, assembly-line characters who serve their purpose within the author's conceit and exit just in time for another character to show up and do the same; oftentimes, you can all but see the proscenium arch hovering overhead.

Shrek 2SHREK 2

If a sequel manages to make any improvements on the original, it's usually cause for at least minor celebration, so I was pleased to see a few changes for the better in Dreamworks' computer-animated Shrek 2.

Lucy Liu, Cameron Diaz, and Drew Barrymore in Charlie's Angels: Full ThrottleCHARLIE'S ANGELS: FULL THROTTLE

Everything I loathed about the original Charlie's Angels movie - the Matrix-as-shampoo-commercial direction of McG, the beyond-senseless plotting, the "Are we hot or what? " imperiousness of Cameron Diaz, Drew Barrymore, and Lucy Liu - is back in spades in the franchise's sequel Full Throttle, but this time, it worked for me.

Bill Paxton in FrailtyFRAILTY

Until it flirts with supernatural looniness in its last reel, Bill Paxton's directorial debut Frailty is a strong, scary, deeply affecting piece of work - so good, in fact, that it easily ranks, thus far, as 2002's finest film achievement.

Penelope Cruz and Tom Cruise in Vanilla SkyVANILLA SKY

Vanilla Sky could be subtitled Jerry Maguire Climbs Jacob's Ladder to Reveal What Dreams May Come, and if that's not enough reason to run for the theatre's exits, the movie's actual presentation should be.

ShrekSHREK

Let's face it: Kids are gonna love Shrek, Dreamworks' comedic, computer-animated fairy tale. They'll get a kick out of the loud, outsize characters and superb visuals, and they'll probably laugh a lot. No one under 12 will want to miss it.

As for the rest of us ... .

Will Smith and Matt Damon in The Legend of Bagger VanceTHE LEGEND OF BAGGER VANCE

The Legend of Bagger Vance, Robert Redford's golfing fable, isn't a work of any depth, and there's precious little intelligence on display, but it sure looks pretty - so pretty, in fact, that audiences might not realize that the movie itself is a dud. From the golden-hued cinematography of the great Michael Ballhaus to the stunning, Depression-era costuming and production design, it's clear that the film has been made with the utmost care and a real attention to physical and aural beauty; if you didn't understand a word of English, you might find it a masterpiece.