How bad of a year was it for movies? As late as August, I was wondering if there would be enough films to fill a ten-best list. Then came the fall movie season and everything changed. Overall, 2011 will be remembered as a mediocre year for cinema. But the bright spots burned really, really bright. Here is a list of the ten best films I saw this year, with some honorable mentions. (A side note: Kenneth Lonergan’s Margaret, a remarkable portrait of adolescence which boasts a formidable performance by Anna Paquin, would have been high on my list if distributor Fox Searchlight had opened the film in South Florida or released it on DVD. But they didn’t.)

1) Moneyball: Director Bennett Miller used the fact-based of story of Billy Beane, the Oakland A’s general manager who thought outside the box, to illustrate the ways in which every conceivable industry has been forced to transform to survive in the brave new online world. The script, written by the formidable duo of Aaron Sorkin and Steven Zaillian, made dry subject matter such as budgetary constraints and salary negotiations utterly absorbing, and the performances by Brad Pitt as Beane and Jonah Hill as the young statistician who becomes his advisor brought humor and warmth to what should have been a somewhat dull movie. Instead, Moneyball was funny, thrilling, illuminating and affecting. Like the best sports movies, it transcended its genre to become a resonant commentary on contemporary culture. A bonus: Some of the most exciting baseball games I’ve ever seen in a film, and baseball usually puts me to sleep.

2) Melancholia: Lars von Trier’s first film born out of his bout with depression, 2009’s Antichrist, was an intimate study of a married couple mourning their dead son who did horrific, unwatchable things to each other. Melancholia is also about depression, and it, too, centers on two characters, sisters (Kirsten Dunst and Charlotte Gainsbourg) struggling to understand each other and often failing. But von Trier’s scope this time was cosmic, with a planet on a collision course with Earth hurtling closer. With apologies to T. S. Eliot: This is the way the world ends – not with a whimper but a colossal, mind-blowing bang.

3) A Separation: This deceptively simple drama from Iranian writer-director Asghar Fardahi, about the consequences following a married couple’s legal separation, is nothing less than a miracle – a movie that holds its own with literature of the highest order, and an uncommonly wise and empathetic study of familial bonds and the great pain we can inadvertently cause to the people we love the most. The fact that the movie doubles as a commentary on the rules and mores of modern-day Iranian society is a bonus. A bonafide masterpiece. (Opens Jan. 27)

4) The Tree of Life: The most audacious – and beautiful - movie of the year, the story of a family in 1950s Texas seen primarily through the eyes of three brothers. Director Terrence Malick captures the essence of childhood – the sights and sounds and memories and feelings – like no other filmmaker before, but his vision is expansive enough to include a flashback to the Big Bang, conversations with God and an interlude involving dinosaurs. The movie grapples with big themes in a daringly poetic manner, including how the ideologies of our parents are permanently imprinted on us, sometimes for the worst. The film is probably too ambitious – this is the rare kind of picture where you wish Sean Penn’s performance had been cut out of the movie entirely – but despite its flaws, The Tree of Life is a monumental achievement. Even if you hate it, you won’t be able to stop talking about it.