Even before I did this professionally, I would make year-end lists because it would help me process the movie year I'd just digested.  As always, I remind you that there is no such thing as an objective list of the best films of the year, no matter what anyone else insists.  Instead, this is the time of year where critics, if they are doing this honestly, lay themselves bare, declaring "These are the things that matter to me.  These are the movies that I hold most dear."  Last year, several readers asked me to make sense of the fact that some films that got lower letter grades than films that were excluded ended up on my list, and all I can tell you is that letter grades are, for me, more of an indication of how well I feel like a film accomplished the goals of that film, while year-end list placement is more about what a film means to me and how much I believe I'll continue to think about and re-watch that film in years to come.

By its very nature, making a list is an exclusionary process.  There are no ties on my list, so I've got ten runners-up and the top ten, twenty films that I chose to spotlight as the highest of the high points for me in 2012.  In picking those films, I sorted through a list of all 237 movies I saw that qualify by my rules as 2012 releases.  What are those rules?  I want to clarify because some people got hot about it on Twitter recently, and I would like to at least explain my thinking.

If I saw the film new this year theatrically or at a festival, it qualifies.

It's that simple.  And the reason I'm not using US release dates exclusively is because in the past, I've had years where something I loved didn't get a conventional release the year I saw it, and thanks to the weird landscape of distribution, didn't get a release the next year, either, and then by the time it hits theaters, there are other films that are more current, part of my current film year, that felt like they deserved a spot on the list, and the year that film would have qualified, I left it off.  It's maddening, and so I can't worry about what came out where.  Things get released internationally at different times, so there are people in other countries who won't have access to many of these films yet or who have already seen things that the US readers haven't.  The Internet is worldwide, so limiting myself by the specific market demands of the US seems ridiculous.  These lists are about my film year, and that won't necessarily reflect the exact experience you had.  You may have seen more, or you may have seen less, but in the end, this is about what I saw.

So what films did I like enough to mention again but that didn't make either of my lists?

Here, in no particular order, are the films that made choosing the 20 films on my best-of and runners-up lists very, very difficult.  Every single one of these movies made my viewing year more interesting, and I would tell you that they are all, in some way, worth your time.

A beautiful Bond movie.  What more could I ask for the 50th anniversary?

"Carrie" for the superhero age.  Watch out for Josh Trank.

Sweet, sincere, small.  A character duet, well-cast on both ends.

Mary Winstead crushes it.  Nick Offerman crushes it.  Aaron Paul crushes it.  Lots of crushing.

"Ruby Sparks"
Uber-charming, "Adaptation" for fans of the manic pixie dream girl.

"Killer Joe"
Fuck, yeah, Friedkin. Part one of Matthew McConaughey's Best Year Ever.

"Oslo, August 31st"
A lovely look at being lost, and a better look at the price of addiction than "Flight."

"The American Scream"
The family that builds awesome haunted houses together stays together.

The first action movie I've ever seen that made me want to let the hero beat me silly.

"Indie Game: The Movie"
Go ahead.  Tell me again that you can't call video game creators artists.

"Jiro Dreams Of Sushi"
Maybe the most aesthetically overwhelming film of the year.  Poetry in fish.

"Sound Of Noise"
"Stomp" if had been created by Luc Besson.  Crazy.  Fun.

"Your Sister's Sister"
Mark Duplass is everywhere these days, but rarely better than he is here.  Blunt, too.

"21 Jump Street"
Holy crap! Channing Tatum is funny!

"Magic Mike"
Holy crap! Channing Tatum is a movie star! And even with him at his best, this was Part Two Of Matthew McConaughey's Best Year Ever!

"Shut Up And Play The Hits"
The best live music documentary since "Stop Making Sense." Lightning caught in amber.

"Side By Side"
The struggle for the soul of movies, captured and laid bare.

"Safety Not Guaranteed"
Aubrey Plaza smiles!

"The Queen Of Versailles"
The most terrifying portrait of America this year.
A respected critic and commentator for fifteen years, Drew McWeeny helped create the online film community as "Moriarty" at Ain't It Cool News, and now proudly leads two budding Film Nerds in their ongoing movie education.