Morgan Freeman and Jack Nicholson in The Bucket ListTHE BUCKET LIST

I can't begin to describe how much I was looking forward to making fun of The Bucket List. A Rob Reiner-directed dramedy about two squabbling terminal-cancer patients -Jack Nicholson, cackling and flexing his eyebrows, and Morgan Freeman, providing soothing, pithy bromides and the inevitable voice-over narration - who gradually become friends and live out their final days skydiving and race-car driving and scaling the pyramids ... . Was there any way this wouldn't be a syrupy disaster of epic proportions?

Jude Law and Sean Penn in All the King's MenALL THE KING'S MEN

In his role as the initially idealistic, eventually corrupt Louisiana governor Willie Stark in All the King's Men, Sean Penn delivers a series of impassioned orations to Stark's constituency, and every time he does, the movie displays a robust, dramatic fire. A self-described "hick" preaching to those he feels have been similarly politically oppressed, Stark barks out his plans for a better future, and Penn, with a thick drawl and a timbre that rises and falls in waves, attacks these scenes with an egocentric bluster that, at first, veers dangerously close to parody - close your eyes, and he could be Jackie Gleason on a dyspeptic tirade in Smokey & the Bandit. Yet you don't laugh at him. Penn's Stark is such a powerful, daunting presence that he transcends hammy Southern caricature through the legitimate emotion in his outbursts and the intensity of his gaze, and during the governor's stump speeches, King's Men writer/director Steven Zaillian has the good sense to get out of Penn's way and let him run the show.

Matthew Broderick, Will Ferrell, and Nathan Lane in The ProducersTHE PRODUCERS

Devotees of the theatre had plenty of reason to be excited about The Producers, the movie version of Mel Brooks' stage work based on his 1968 movie. (Got that?) This tale of two Broadway crooks who plan to make a fortune on the worst musical ever conceived has been brought to the screen by the Broadway production's director/choreographer, Susan Stroman, with all of Brooks' musical-comedy numbers intact, and the show's original stars, Nathan Lane and Matthew Broderick, reprise their roles as Bialystock and Bloom. It's enough to make a theatre fan nearly giddy with anticipation.Yet after more than two hours spent with this theatrical adaptation, I wanted nothing more than to get my ass to a movie.

Keisha Castle-Hughes in Whale RiderWHALE RIDER

Among its many, many virtues, what I loved most about Niki Caro's Whale Rider is its toughness. In the past year, we've seen so many variants on the ethnic-female-overcoming-her-family's-prejudices theme - My Big Fat Greek Wedding, Real Women Have Curves, Bend It Like Beckham - that the idea of sitting through another one, even one set on a staggeringly gorgeous New Zealand seaside, filled me with more ennui than expectation.

HulkHULK

There are scenes of sublime directorial craftsmanship and exquisite beauty in the latest Ang Lee film, which should surprise no one familiar with Lee's oeuvre but might shock the masses lining up to see a Summer Blockbuster entitled Hulk.

George Clooney and Sam Rockwell in Confessions of a Dangerous MindCONFESSIONS OF A DANGEROUS MIND

George Clooney's directorial debut, Confessions of a Dangerous Mind, plays like the funny, ironic companion piece to A Beautiful Mind, and the new film shrewdly, and hysterically, plays off your knowledge of Ron Howard's Oscar-winning opus.