This was a terrible year for movies.

According to Wikipedia, this year saw a record-breaking number of sequels and remakes. (As if we didn’t have enough of those already.) And some of the movies we expected to be awesome, like Clint Eastwood’s J. Edgar, ended up being sub-par.

I was a little broke this year, so I didn’t see as many of the December releases as I would’ve liked to. Movies that I didn’t see, but would probably make this list: The Artist, Hugo, Tinker Tailor Soldier Spy, Carnage and The Iron Lady.

I should also note that three of the movies below were released in 2010, but I didn’t see them until this year.

Anyways, here are my picks:

#10. Jane Eyre

A still of a couple embracing from the film Jane Eyre

This is not normally my type of movie. Darby made me watch it. I saw on old-school British version of this a few years ago, and found it dreadful and boring. But this adaptation made the story new, while staying true to the source material.

This was the year of Michael Fassbender. He was Magneto in X-men, Carl Jung in A Dangerous Method and a sex addict freak in Shame (which I loved, and almost made this list.) I mean, this guy can do basically anything.

But even though this was my favorite performance by him, the real star was Mia Wasikoswka, who was also awesome in last year’s The Kids Are Alright. I thought her performance was nuanced, subtle and sad.

The cinematography and the bleak landscapes were also amazing in this movie. Look out for a quick appearance by Billy Elliot, all grown up.

#9. 50/50

still from the film 50/50 with Jordan Gordon Levitt and Seth Rogan

I’m pretty sick of Seth Rogen, and I wasn’t really interested in seeing this movie. But Sean and Maciel recommended it, plus I’m currently nursing a man-crush on Joseph Gordon-Levitt.

As it turns out, it’s a pretty good movie. I thought the script was solid, funny without being too obnoxious, and genuinely touching.

I like Bryce Dallas Howard. She’s pretty. And I liked watching her as the main character’s girlfriend, even if she was a bitch.

And I’ll admit it: I cried. Twice.

#8. Crazy, Stupid, Love

still from Crazy Stpid Love, featuring Steve Carrel and Ryan Gosling

Speaking of man-crushes…

If this wasn’t the year of Michael Fassbender, then it must’ve been the year of Ryan Gosling. He was phenomenal in Drive, The Ides of March and Blue Valentine (more on that later).

He took a few years off after Lars and the Real Girl, which is one of my favorite movies of all time. I’m glad he’s back.

I’m not a big fan of romantic comedies. And this movie had its fair share of schmaltz. But I thought the script was smart, the cast was fun, and it’s nice to see Steve Carrell do something different for a change.

Also: Marisa Tomei has a great little cameo.

#7. Biutiful

still from from the film Biutiful

Alejandro Gonzalez Inarritu has directed some of my favorite movies–21 Grams, Amores Perros, Babel–and even though this movie was relatively weak compared to those movies, it’s still significantly better than your average Hollywood fare.

Team him up with Javier Bardem, one of the best actors working today, and you have a winning combination.

Warning: This movie is bleak. Disgusting. Sad. But it’s also poignant, life-affirming and, yes, Biutiful.

(Oh, Will. That was too easy…)

#6. Bridesmaids

promo shot for the film Bridesmaids

I’m probably preaching to the choir here, but c’est la vie.

Chances are you already know what’s awesome about this movie, so I’m going to plug in my one complaint: The way they wasted the talent of Ellie Kemper, who plays Erin on The Office. She was barely in it!!!

My favorite part: Seeing Don Draper hamming it up (get it? get it?) as Kristin Wiig’s non-committal boyfriend.

And yes, Melissa McCarthy was brilliant.

#5. Hanna

Still from the film Hanna showing Saoirse Ronan with a gun

Easily my favorite action movie this year.

I already knew Eric Bana and Cate Blanchett would be incredible in this movie. The big surprise was the central performance by Saoirse Ronan, the 16-year-old protagonist.

She’s this innocent-looking but terrifyingly efficient assassin, and she gives Hanna exactly the right amount of little-girl naivete and wide-eyed humanity.

It was also funny. Very funny. I loved the little family she ends up traveling with, especially the daughter. Brilliant dialogue.

A master-class in cinematography, this movie was fucking awesome.

#4. The Muppets

Scene from The Muppets movie 2011

I seriously debated making this #1.

It was definitely the happiest I was in theaters this year. By the second time I watched this movie, I was already singing along. (The songs, written by Flight of the Conchords’ Bret Mckenzie, are hilarious.)

Jason Segel was the right choice to resurrect the Muppets. Amy Adams was pitch-perfect too. And I loved the newest Muppet, Walter.

I walked out of the theatre giddy and punch-drunk. If you get the chance, catch it while it’s still in theatres. Then thank me later.

#3. Blue Valentine

Still from the film Blue Valentine staring Ryan  and Michelle Williams

It’s tough to decide who is more impressive in this movie–Ryan Gosling or Michelle Williams.

Both of them give performances that are so resonant, so lived in and pared down and real, you really believe they are the characters. And watching their relationship deteriorate is like watching two people you know and care about break up.

It’s tough to watch.

The music is awesome, the ad-libbed dialogue gives the movie an authentic feel, and the sex scenes are disturbing but feel true, true in a way Hollywood movies so rarely are.

I’m running out of adjectives here. Let’s just say I loved this movie a lot. It was my reigning number one pick for most of the year, but then along came…

#2. Martha Marcy May Marlene

Martha Marcy May Marlene film still

John Hawkes has been playing losers and dweebs for years, in movies like Me and You and Everyone We Know and the HBO series Deadwood.

But then last year he scored an Oscar nod for his supporting turn in Winter’s Bone as a meth-addicted psycho. This year he followed it up with a performance as the pseudo-religious, grizzled leader of a sex cult. I mean, what?

Then you’ve got Elizabeth Olsen (younger sister to the Olsen twins), who has instantly eclipsed her corny sisters with this role, where she plays an escaped member of the cult who is deeply fucked up and terrified of her past.

This movie jumps back and forth from present to past, between dreams and reality. It’s trippy, unsettling and scary.

I don’t want to give too much away. But this movie stayed with me for weeks.

#1. Barney’s Version

 Barney's Version film still

Yup, it’s not quite as good as the book. But it’s still the best movie I saw this year.

When I say this is my favorite performance by Dustin Hoffman, I want you to understand that I don’t take that lightly. I’ve been an enormous fan of his for years, and I think he’s brilliant in basically everything. (Rain Man and The Graduate are legendary.) But as Barney’s father in this movie, WOW. Just WOW.

I watched it four times this year, and each time I liked it more. It’s absurd, Canadian, hilarious, heart-breaking and beautiful. It moves from Rome to Montreal to New York, Paul Giammati ages 40 years, there are three wives, lots of kids, a murder mystery…what does this movie NOT have?

Also, Scott Speedman is wicked.

And it probably has the best script of any movie I’ve seen in years.

I’m begging you: Watch it.

I also wanted to include some HONORABLE MENTIONS: A Very Harold and Kumar 3D Christmas, Shame, Shark Night 3D (yup, I loved it. I really, actually did), Sherlock Holmes 2, Rise of the Planet of the Apes.