Note: Excluded from consideration were actor-directors (Woody Allen, Buster Keaton, et al.) and actors who are also strongly identified for their work as directors (Clint Eastwood, Erich von Stroheim, et al.).

1. The Night Of The Hunter (1955, dir. Charles Laughton)

One of the great directorial one-offs in movie history, Charles Laughton's noir classic fuses the stark traditions of German expressionism, Southern gothic, and Grimm fairy tales to suggest the Biblical struggle between good and evil. As a fire-and-brimstone preacher who charms a naïve widow to get to her late husband's stolen loot, Robert Mitchum had never used his imposing stature and deep, seductive voice to such dangerous effect; his confrontation with Mother Goose Lillian Gish feels like an Old Testament showdown. The film was enough of a flop to ensure that Laughton would never get behind the camera again, but it continues to cast a long shadow; it was the direct inspiration for the "left hand/right hand" bit in Do The Right Thing.


2. The Hired Hand (1971, dir. Peter Fonda)

Ever wonder what it must be like inside Peter Fonda's head? Fonda's hallucinogenic Western–which finally resurfaced a few years ago after decades in obscurity–offers a Being John Malkovich-like tour of his brain, especially during the opening section, which extends Easy Rider's hazy, freaked-out imagery. Though Vilmos Zsigmond's cinematography is expressive throughout, the film eventually settles into a quiet, subtle character study about a cowboy (Fonda) who returns home to his wife (Verna Bloom) after abandoning her seven years earlier. The visual symbolism gets to be a bit much–Christ is evoked at one point–but Fonda successfully marries traditional Western tropes with the experimental inclinations of the times.

3. Little Murders (1971, dir. Alan Arkin)

In the late '60s and early '70s, Second-City-trained comic actor Alan Arkin was the go-to guy for a certain kind of dark, absurdist comedy, probably because in real life, he wasn't too different from the deadpan neurotic he was often asked to play. In 1971, Arkin made his feature-filmmaking debut with an adaptation of Jules Feiffer's bizarro play Little Murders, about a romance between the emotionally numb Elliott Gould and the eternally sunny Marcia Rodd in a New York that's fast becoming a war zone. As a director, Arkin hangs back and watches the madness, resisting the temptation to sweeten Feiffer's acid satire in any way. The result is more brutal than funny: a journey inside Arkin's sad-sack soul.


4. Quiz Show (1994, dir. Robert Redford)

Though his directorial output mainly consists of middlebrow snoozefests like The Legend Of Bagger Vance, Robert Redford brought glamour and crackerjack timing to this dazzling morality play about the quiz-show scandals of the '50s. After his appearance in All The President's Men, it's only fitting that Redford should tell one story of national innocence lost before Watergate. His shrewdest choice was in casting Ralph Fiennes, a golden-haired aristocrat in the Redford mold, as the gentile champion of the rigged game show Twenty One. Redford's close identification with Fiennes feeds into the character's tortured relationship with his intellectual father (Paul Scofield) and allows the audience to be just as seduced into liking him as the millions of TV viewers who kept him on the air.

5. Reds (1981, dir. Warren Beatty)

Warren Beatty has only directed four features, but they've all been ambitious and accomplished to some degree, from the brisk screwball of Heaven Can Wait to the technically dazzling Dick Tracy to the incredibly chancy, awkward political comedy Bulworth. But he brought it all together for 1981's Reds, an engrossing four-hour behemoth about the idealist vision of Russia's October Revolution and the political realities there and in the States. Beatty, who also scripted, stars as a radical American journalist who travels with disciple Diane Keaton to Russia in time to witness the revolution. They later come back to America hoping to inspire a similar uprising. Beatty's liberal credentials have never been in question, but Reds differs from the current wave of leftist political films in its sober treatment of the limits of ideology. Also, Jack Nicholson does a wicked Eugene O'Neill.


6. Quick Change (1990, dir. Bill Murray and Howard Franklin)

Okay, so Bill Murray only co-directed this clever heist comedy, but his unmistakable cynicism leaves enough of an auteurist mark to make it plausible that he was calling the shots. The central joke is a good one: Robbing a New York City bank is easy, but getting off that gridlocked and irrational little island called Manhattan proves impossible. The film's manic energy, provided mainly by the perpetually rattled Randy Quaid, plays off nicely against Murray's laconic presence, which keeps it from going too far over the top. It doesn't get much better than the robbery scene, but there are laughs peppered throughout, and plenty of first-rate support from the likes of Geena Davis, Jason Robards, Phil Hartman, Stanley Tucci, and Tony Shalhoub. Suggested double-bill with Dog Day Afternoon.

7. Deep Cover (1992, dir. Bill Duke)

The imposing, bald character actor Bill Duke has a pretty undistinguished filmography–his The Cemetery Club may be the whitest film ever directed by a black filmmaker (close second: Forest Whitaker's Hope Floats)–but the harrowing Deep Cover is major exception. Truth be told, much of the credit belongs to screenwriter Michael Tolkin (The Rapture, The Player), who has a knack for placing characters into sticky moral quandaries. Tolkin's story follows a policeman (Laurence Fishburne) who goes undercover to take down a Columbian drug kingpin and has to make horrible compromises to protect his identity and rise to the top of the food chain. This entails actually selling drugs and eliminating the competition, which poses a question: What's the difference between him and a drug dealer?


8. Dead Man Walking (1995, dir. Tim Robbins)

Make no mistake: Tim Robbins' Dead Man Walking, the true story of a Louisiana nun (Susan Sarandon) who serves as a spiritual advocate for a death-row inmate, comes out clearly against the death penalty. What makes it great is that it presents a stiff challenge to that point of view first: The inmate (Sean Penn, in perhaps his strongest performance) is unquestionably guilty of raping a girl and murdering her and her boyfriend, his views are often abhorrent and unrepentant, and the victims' families are given full and sympathetic consideration in their wish for him to die. In the end, the film does question the purpose of institutionalized killing, which offers neither closure nor any other constructive possibilities, but it doesn't trample the other side of the argument. Dead Man Walking advances a perfectly balanced argument, but far from being an editorial page writ large, it functions just as well as drama.

9. The Apostle (1997, dir. Robert Duvall)

Not since, well, Robert Mitchum in The Night Of The Hunter has a man of the cloth possessed righteousness as questionable as Robert Duvall's preacher in The Apostle. Part snake-oil salesman, part true believer, he's so volatile that he takes a softball bat to his wife's lover's head, but his slow journey toward redemption leads him (and viewers) to a grace. Duvall fussed over this project for 15 years before it finally got off the ground, and the long gestation period paid off, not only in a central character of great complexity, but as a remarkably naturalistic and never-condescending portrait of evangelical Christianity in the Deep South.


10. In The Bedroom (2001, dir. Todd Field)

Though he had a significant role in Nicole Holefcener's fine indie comedy Walking And Talking, Todd Field generally disappears into his roles like a good character actor, with notable turns as Ashley Judd's prospective boyfriend in Ruby In Paradise and Tom Cruise's pianist buddy in Eyes Wide Shut. Perhaps being out of the spotlight allowed him to study the process more intently, because Field's debut feature, In The Bedroom, exhibits the sort of maturity and control that most experienced filmmakers never develop. Befitting a film directed by an actor, the performances are peerless, especially Tom Wilkinson and Sissy Spacek as a New England couple whose brittle marriage starts to crack when their son (Nick Stahl) meets a tragic fate. Their domestic crisis comes to a head in an unforgettably explosive confrontation, but even that scene is leavened by an unexpected comic grace-note. The final third, which could stand as a self-contained short about the perils of retribution, is particularly strong.