Two thousand and twelve was, if nothing else, a banner year for uncommonly productive provocation. Audiences were galled by Rick Alverson's divisive deconstruction of hipsterdom, The Comedy, beguiled by the taciturn charms of Paul Thomas Anderson's The Master, and, um, probed by the penetrating cultural criticism of David Cronenberg's Cosmopolis. Masters of cinema both old and new even found time, between saucy bouts of male stripping and fellating chicken parts, to butt heads with every conceivable status quo, grappling admirably with hot-button issues as wide-ranging as colonialism (Tabu), U.S.-endorsed torture (Zero Dark Thirty, maybe or maybe not endorsing it itself), and the very nature of cinema (Jafar Panahi, who didn't make a "film" at all). Even the infernal Batman reared his stiff-helmeted head toward something vaguely topical, despite the fact that The Dark Knight Rises had its ideological basis scrawled across its script in magic marker. The point is that at least everybody tried: It's significant that the most "controversial" entry on this list, sure to incite cynical eye-rolls, attempted in earnest to articulate the hopes and fears of a post-Katrina New Orleans, and it did so with a spirit of awe and wonder. And when you consider that even self-identified trifles were to some degree about something (Amy Heckerling's unsung comedy Vamps dealt with trends and aging, ab-fest Magic Mike faced the recession head-on, and the feature-length music video Girl Walk // All Day dropped in on the Occupy protests), it starts to look like everybody, from the vocally political to the willfully naïve, were ready to dig deep and really engage with the world as they saw it. Calum Marsh
[Editor's Note: Click here for individual ballots and list of the films that came in 26—50.]
25. Magic Mike. In this canny bit of cinematic legerdemain, Steven Soderbergh baits viewers with the spectacle of bronzed and buffed beefcake, while simultaneously serving up a subversive disquisition on the money-minded woes of America Today. One of Soderbergh's most formally impressive films in years, Magic Mike boasts whip-smart editing that links antithetical scenes through disorienting sound bridges. It also displays the director's penchant for full-on filtration: Jaundiced yellows, icy blues, and fiery reds fill the frame with a candy-coated expressionism that's closer to Soderbergh's early neo-noir The Underneath than the color-as-narrative-compass approach of Traffic. Not since Eyes Wide Shut has a film so ruthlessly equated finance and fucking. (Okay, maybe Showgirls.) The story may boil down to "All About Eve with male strippers," but it's merely the pretext. Per usual, devilish social satire resides in the details: dance routines mimicking traditional blue-collar vocations, a July 4th performance that appropriates patriotic iconography in order to, as Matthew McConaughey's Dallas puts it, "pry the fucking money from these ladies' purses." Indeed, performance is essence in their line of work. Assuming otherwise can prove disastrous. And the performers at Tampa's Xquisite Club never fail to put the bottom in bottom line. Talk about your commodity fetishism. Budd Wilkins
24. Barbara. Communism isn't just an ideological juggernaut in Christian Petzold's Barbara; it's a passionless system that produces collective numbness. As a result, any kind of emotional expression is a dangerous and courageous act. Nina Hoss's titular doctor initially seems incapable of such feeling, as her movements are methodical and concise, her words strict and reserved. But this cold façade quickly begins to crack, and another identity is revealed beneath her chameleon-like surface, one completely at odds with the rigorously defined surroundings. Set in East Germany during the early 1980s, Petzold's brilliant character study is first and foremost a morality tale about the conflict between individualism and selflessness. Barbara's surprising capacity for compassion during doctor/patient interactions suggests a pragmatic woman trying to simultaneously transcend and circumvent an impossible living situation. Yet this amazing bedside manner consistently compromises her desire to escape with a lover to West Germany. When considering this duality, each tense dialogue sequence bristles with palpable anxiety, as if repression and suspicion have become organically linked to the surroundings. Therefore, the compromises Barbara makes to retain her patient's human dignity can be seen as political acts devoid of rhetoric or posturing. Glenn Heath Jr.
23. Attenberg. With his intelligent usage of the "poker face," Yorgos Lanthimos is one of the greatest things to happen to cinema in recent years. Athina Rachel Tsangari appropriates and expands Lanthimos's deadpan-with-depth ethos in Attenberg, in which a young woman may not know how to make out with another woman, but can have an honest conversation with her dying father about incest ("Do you ever imagine me naked?"). Greek deadpan as seen here is revealing and allegorical. It speaks of ideas, not of individuals. It opens up instead of foreclosing. It evokes instead of shouting. It's bewildering and teeming with nuance. It isn't just a pose, or a silly T-shirt. If the irony of American deadpan is a product of first-world privilege, as Christy Wampole has so brilliantly argued, Attenberg's deadpan is a strategy for speaking the unspeakable, not a hipster twitch for shielding oneself from social relations. Tsangari re-signifies irony by transforming what in America has been crafted as a technique of the self to avoid sincerity, into a method for exploring intimacy. Intimacy here is messy, maladroit, cryptic, sometimes disgusting, queer really, and always short-lived. And that's, of course, the whole point. Diego Costa
22. Almayer's Folly. Bathed in an aura of gorgeous lassitude, Chantal Akerman's fever dream matches its achingly etched jungle nightmarescapes to the zombie-like stupor in which its characters live out their existences. Loosely adapted from the Joseph Conrad novel of the same name, Almayer's Folly begins with the set piece of the year, a night-lit assassination of a folk singer, whose inamorata is too stunned, too beat down, to do anything more than continue her trancelike motions. Rewinding to an unspecified earlier time, the film follows this woman, now identified as Nina, the daughter of a white colonialist and a Malay women living out their mutual hatred in a South Seas would-be utopia, as she learns racial difference during her years at a European-style boarding school and returns to her familial home, an emotionally dead woman. Riffing on such racially and sexually charged trouble-in-paradise films as I Walked with a Zombie, Akerman posits her heroine as a woman caught between two worlds. But everyone here is placed in a precarious position by the dictates of a colonialist system beyond their control, not least the girl's father, too emotionally paralyzed to achieve his longed-for emotional release during the cruelly epic single-take close-up that brings Akerman's remarkable film to a close. Andrew Schenker
21. The Comedy. The title is as dishonest as that of Scorsese's pitch-black comic masterpiece The King of Comedy. And like Robert De Niro's deranged stand-up comic, Tim Heidecker's bloated, well-heeled, aging Brooklyn ironist seems to stand outside of reality. Throughout Rick Alverson's daring film, Heidecker slumps around Brooklyn and the surrounding suburbs, surveying a world that bores him with a vacant, middle-distance stare. Hedeicker's Swanson and his buddies (including Eric Warheim, James Murphy, and Gregg Turkngton) relate to each other through their acute irony, their conversations tainted by a mean-spirited disingenuousness. Here, humor isn't so much a crutch as an iron lung—a way to keep the world at arm's length, while flattering an inflated, egotistical sense of self-worth. In its way, The Comedy is exceptionally funny, making its own case for the double-edged appeal of the kind of caustic insincerity its characters indulge, at once gratifying and slowly soul-crushing. An instructive lesson in the waning of affect, and the use of humor not only as a defensive mechanism, but a lens for viewing the world, maybe The Comedy's title isn't so much dishonest as deeply ironic. John Semley