Back in June, I had only seen just over 20 movies that had been released in 2012. After deciding that was unacceptable, and thanks to Netflix Instant, Redbox, Amazon Instant Video, and of course, advanced screenings and my local Hollywood theaters, I devoted the last half of the year to seeing as many movies as I could, bringing my tally to around 150 for the year (check out the full list of all the 2012 movies I watched this year here). Since the Mayan apocalypse never came a few days ago, I figured it is a good time to break down my favorite movies of the year. Like last year, I have compiled three separate lists: the Most Overrated Moves of the Year, Most Underrated Movies of the Year, and my Top 10.

Now, there are a lot of great movies that you will not find on these lists, such as blockbusters Marvel's The Avengers, The Dark Knight Rises, Skyfall, and indies like Bernie, Take This Waltz, and The Deep Blue Sea, just to name a few. Of course, there are also several other movies I either chose not to see or just simply did not have time for. All in all, though, I believe this was one fine year of cinema. Lets get this year-end party started with my Most Overrated Movies of the Year.

Most Overrated Movies of the Year

Lincoln - 91% on Rotten Tomatoes

I am going to catch hell for this, I'm sure. I have seen this drama on numerous top 10 lists, some even having it as the top movie of 2012. While director Steven Spielberg's biopic on our 16th President surely does have its moments, I found the bulk of this drama to be extremely boring, to the point where I was even nodding off in the theater. Yes, Daniel Day-Lewis delivers yet another transcendent, Oscar-worthy performance as Honest Abe, with a myriad of wonderful supporting performances from Sally Field, David Strathairn, Joseph Gordon-Levitt, Hal Holbrook, John Hawkes, and Tommy Lee Jones (who I think will get some Oscar love for his performance). While informative and educational at times, this arduous 150-minute drama drags us through the story of Lincoln's last few months in office with such a haughty point of view that it almost seems to demand that the viewer be entertained, almost exclusively because this was such an important time in U.S. history. For me, it was hard to be intrigued by much of anything, since anyone who got past 9th grade history knows how it will end anyway.

The Amazing Spider-Man - 73% on Rotten Tomatoes

When I first watched The Lord of the Rings: Fellowship of the Ring in theaters back in 2001, having never read the books, I was slightly taken aback by the ending, because it just seemed so abrupt. After Sony made multiple mentions of this "untold story" that will be featured in The Amazing Spider-Man, that familiar feeling came back to me. Instead of an untold story, we get brief teases of said story, which is fine if this is an adaptation of a three-book series where you know another movie is coming. While The Amazing Spider-Man 2 is in fact coming in 2014, that wasn't guaranteed to happen, and I felt like director Marc Webb and screenwriter James Vanderbilt were saving too much of this story for sequels that were never 100% solidified in the first place. I did find the movie enjoyable, to an extent, with solid performances from Andrew Garfield and Emma Stone, but I wasn't blown away by any means. I left the theater with the feeling that they didn't improve much on Sam Raimi's Spider-Man much at all. Perhaps that will change in The Amazing Spider-Man 2.

The Five-Year Engagement - 64% on Rotten Tomatoes

While this isn't a slam dunk as far as overrated movies go, this is yet another 125-minute comedy from producer Judd Apatow that I thought was way too long and overly drawn out. Ironically, I rather enjoyed Judd Apatow's directorial effort This Is 40, which ran even longer at 134 minutes. However, that movie has the luxury of characters you actually give two shits about, unlike Tom (Jason Segel) and Violet (Emily Blunt), whose wedding is constantly put off when life keeps getting in the way. The problem is this life of theirs isn't very interesting at all, and downright boring at times, which is sad since there is such a wonderful supporting cast assembled (Chris Pratt, Alison Brie, David Paymer, Jacki Weaver) whose talents are wasted. I never have been a fan Nick Stoller's directorial efforts (Forgetting Sarah Marshall, Get Him to the Greek). The streak continues with The Five-Year Engagement.

The Dictator - 58% on Rotten Tomatoes

I know that 58% is technically a "rotten" rating on Rotten Tomatoes, but this movie was so incredibly horrible that anything over 5% seems overrated to me. As a big fan of Borat: Cultural Learnings of America for Make Benefit Glorious Nation of Kazakhstan and Bruno, I was naturally looking forward to The Dictator, which stars Sacha Baron Cohen as the dictator of a fictional country who travels to America for the first time, only to be double-crossed by his right-hand man Tamir (Ben Kingsley) and replaced with a double. This "comedy" is a complete waste of Sacha Baron Cohen and Ben Kingsley, ditching the mockumentary format that worked so well in Borat and Bruno, and going with a straight-up scripted movie. What's even more puzzling is they had the same director and writers from Borat and Bruno, but they just couldn't make it work this time.

Most Underrated/Underseen Movies of the Year

Every year, there are a crop of movies I absolutely adore that, for any number of reasons, don't get their just due at the box office. Here are the five movies that came out this year I hoped would get more love at the box office.

Goon - $4.1 million

It's rare to find comedies with as much heart as Goon, let alone sports comedies. This is easily one of the biggest pleasant surprises of the year. At first glance, I thought it would be what Happy Gilmore could have been, if Happy decided to continue pursuing his dreams as a hockey player, full of zany moments and bloody chiclets on the ice. Thankfully, we do get goofball humor and bloody hockey fights, but with the added surprise of a compelling and (gasp) heartwarming story of a bouncer who punches his way into minor league hockey. Seann William Scott delivers his best performance to date as Doug Glatt, an incredibly nice guy who happens to have a gift for fighting, as he works his way through the ranks of the Canadian minor league hockey system, one scrum at a time. Jay Baruchel, Alison Pill, Liev Schreiber, Marc-André Grondin, and Kim Coates round out this fantastic cast in what might truly be one of the best sports movies I've seen in years.

Safety Not Guaranteed - $4 million

Movies are based on all sorts of things these days, from novels and comic books to theme park rides and board games. I can't recall any movie being based on a classified ad such as Safety Not Guaranteed. Inspired by a 1997 ad in Backwoods Home Magazine, which later was featured in the Headlines segment of The Tonight Show with Jay Leno, director Colin Trevorrow's Sundance sensation centers on a group of magazine employees (Aubrey Plaza, Jake M. Johnson, Karan Soni) sent to look into a bizarre ad by a man (Mark Duplass) looking for a partner to travel back in time with. It's just as fascinating as it is hilarious, with superb performances from all of the aforementioned cast members. This also serves as the coming out party for director Colin Trevorrow, who very may well be the next hot indie filmmaker to watch, especially after he was mentioned as a possible candidate to direct Star Wars: Episode VII. If you haven't discovered this indie gem yet, you surely should, post haste!

Ruby Sparks - $2.5 million

I saw this in late July, completely on a whim, having heard practically nothing about the movie aside from random praise by colleagues on Twitter. It turned out to be one of my absolute favorites of the year, just barely missing a spot on my top 10. Paul Dano stars as novelist Calvin Weir-Fields, who is having trouble with his follow-up novel after his hugely-successful debut years ago. When he decides to create a new character for a writing exercise, Ruby Sparks (screenwriter Zoe Kazan) inexplicably comes to life, as the writer grapples how to cope with this real person that was suddenly created out of his own imagination. While there will be the inevitable comparisons to Stranger Than Fiction, Ruby Sparks treads into much different territory, and I simply cannot wait to see what Zoe Kazan will write next after this sensational indie.

Killer Joe - $220,282

Director William Friedkin reunites with Bug playwright/screenwriter Tracy Letts in Killer Joe, a twisted tale about Chris (Emile Hirsch), a troubled young man who concocts a scheme to kill his mother, to collect the insurance money so he can pay off his debts. Enter Killer Joe (Matthew McConaughey), a cop moonlighting as a high-priced hitman who takes a shine to Chris' doe-eyed sister Dottie (Juno Temple) as "payment" for services rendered. Wickedly funny and razor sharp, Killer Joe embraces its grimy, Southern patina by showcasing the abhorrent antics of a bizarre family, in darkly hilarious ways.

Butter - $70,931

Armed with a Black List screenplay by Jason A. Micallef, director Jim Field Smith (She's Out of My League) assembled one of the most impressive casts for Butter this side of Movie 43. Jennifer Garner stars as the prickly Laura Pickler, a domineering wife who takes the reins when her butter carving champion husband (Ty Burrell) decides to call it quits. Olivia Wilde, Hugh Jackman, Ashley Greene, Alicia Silverstone, Kristen Schaal, Rob Corddry, and impressive newcomer Yara Shahidi also turn in fantastic performances, almost all of them against type, in this sizzling satire about this cutthroat world of butter carving that will have you in stitches.

Honorable Mention: Columbus Circle - N/A

One of my favorite interviews I conducted all year was my chat with Kevin Pollak back in March for Columbus Circle. I hadn't heard much about it before popping the Blu-ray in, and I was both incredibly impressed by this claustrophobic thriller and shocked that it was going straight to Blu-ray/DVD. He laid out the remarkable story of how this film came to be, and it truly is a miracle this was even made. Selma Blair stars as a reclusive, agoraphobic heiress who lives in a luxury, full-service apartment in this ritzy New York City neighborhood, whose quiet life is disrupted when new neighbors (Amy Smart and Jason Lee) move in. This white-knuckler, directed by George Gallo (who made the equally-underrated Middle Men), is one hell of an effective thriller, and one I truly hope finds an audience in the near future.

The Top 10 Movies of 2012

Honorable Mention - Pieta

I happened to catch this searing drama at AFI Fest in November, a month after it was announced that Drafthouse Films will release it in theaters next year, and it was my favorite of the festival. Jung-jin Lee stars as a brutal loan shark who begins to question his wayward lifestyle after a woman (Min-soo Jo) claiming to be his long-lost mother enters his life. I wasn't familiar with the work of South Korean director Ki-duk Kim before seeing this superb drama, but I will definitely start catching up. Drafthouse Films hasn't announced a specific release date for Pieta yet, so stay tuned.

#10. The Raid: Redemption

Remember when you were a little kid, and you saw an awesome action movie on the big screen? If you were like me, you probably stormed out of the theater, kicking and punching at invisible enemies in the parking lot, to unleash some of the adrenaline coursing through your young veins. I am 35 years old, and even I had to fight those same youthful urges after leaving a screening of The Raid: Redemption, which may just be one of the best action movies of all time, perhaps THE best. The story is simple enough, centering on a team of cops who raid a 30-story building filled to the brim with baddies. The action sequences, though, are some of the most insane, complex, jaw-dropping scenes that left me both utterly dazzled and constantly wondering how the hell director Gareth Evans pulled off these shots. I saw this action-thriller in late January, and I still can't get some of these scenes with Iko Uwais, Joe Taslim, and Mad Dog himself, Yayan Ruhian, out of my head nearly a year later. If that isn't the mark of a great movie, then I don't know what is.

#9. Killing Them Softly

It's sad to me that the most notoriety Killing Them Softly received was due to the "F" grade on CinemaScore. Director Andrew Dominik's follow-up to his brilliant debut The Assassination of Jesse James by the Coward Robert Ford is an intriguing portrayal of a robbery gone bad, set against the fascinating backdrop of the 2008 Presidential elections. Brad Pitt puts on his baddie hat for a change as Jackie Cogan, a mob enforcer tasked with finding the numbskulls who robbed a mafia-protected poker game in this drama that has as much to say about America itself as it does about this weird little crime underworld we wade through. It's a searing, whip-smart ride through the heart of a twisted American dream that is immensely entertaining on multiple levels.

#8. Compliance

Rarely has a film had such an infuriating effect on me than Great World of Sound director Craig Zobel's utterly fascinating film Compliance. It isn't infuriating because the movie is poorly made, but simply because this shocking tale is based on true events. Dreama Walker (Don't Trust the B---- In Apartment 23) stars as Becky, a young fast food employee who seems like a nice enough girl, and has never had a complaint against her. When her manager Sandra (Ann Dowd) receives a mysterious call from a man (Pat Healy) claiming to be a police officer, the boundaries of human decency and obedience to the law are crossed in riveting ways. Don't be surprised if Ann Dowd receives an Oscar nomination for her incredible performance in this drama that could almost be billed as a horror film. Nobody gets hacked to pieces, but Compliance is a film that derives its "horror" from the fact that this actually happened.

#7. The Master

After the controversial weirdness that was I'm Still Here, I remember hoping that Joaquin Phoenix's career wouldn't be ruined for an "experiment." After all, Hollywood careers have been ruined for far less. Thankfully, along comes The Master featuring a towering, Oscar-worthy performance from Joaquin Phoenix that is easily his best work ever. Writer-director Paul Thomas Anderson is truly at the top of his game with this Scientology-inspired drama about an eccentric author/leader (Philip Seymour Hoffman) who takes Navy veteran Freddie Quell (Joaquin Phoenix) under his wing and introduces him to a bizarre world where legions of followers hang on The Master's every word. It's a masterful piece of filmmaking that will surely be recognized in several areas come Oscar time.

#6. Argo

Ben Affleck's career turnaround is nothing short of amazing. Almost 10 years ago, the actor starred in perhaps the worst movie of the 21st Century, Gigli. Today, he may just be one of the finest directors in Hollywood, a status he cemented with Argo, his third directorial effort after Gone Baby Gone and The Town. This a gripping true story (declassified in 1997) that would have likely vanished into obscurity if not for his efforts to bring this tale to the silver screen with screenwriter Chris Terrio. The multi-hyphenate also stars as Tony Mendez, an extraction expert who comes up with a plan to rescue six hostages from Iran by creating a fake Hollywood movie as a ruse, hoping to fool the Iranians into believing these American diplomats are actually members of a film crew who are scouting locations in Tehran. This is nothing short of a tour de force with a script that provides just as much levity ("Argo f*&^ yourself") as nerve-rattling tension.

#5. Beasts of the Southern Wild

Every year at Sundance, there is that "must-see" movie that is picked up in a heartbeat and released theatrically mere months after its Park City debut. This year, that film was Beasts of the Southern Wild, director Benh Zeitlin's awe-inspiring debut that proves you don't need A-list stars, or even established actors for that matter, to create sheer magic on celluloid. Louisiana natives Quvenzhané Wallis and Dwight Henry make their screen debuts as Hushpuppy and Wink, a daughter and father who live in a forgotten Bayou community dubbed The Bathtub, just outside of New Orleans. Their performances light up the screen with a raw intensity that simply can't be taught. You can't help but be transfixed by their plight, thanks to the brilliant script by Benh Zeitlin and Lucy Alibar, even though, at times, you're given little reason to "cheer" for these characters. It will be a crime if Quvenzhané Wallis and Dwight Henry aren't recognized for two of the most authentic and radiant performances of the year.

#4. Moonrise Kingdom

This was my favorite film of the year for an overwhelming majority of 2012. Hopefully, this whimsical romp will finally be the first Wes Anderson film to be nominated for Best Picture, because Moonrise Kingdom truly has it all. While the ensemble cast might be one of the year's best (Bill Murray, Bruce Willis, Edward Norton, Harvey Keitel, Tilda Swinton, Frances McDormand, and Jason Schwartzman), newcomers Jared Gilman and Kara Hayward truly shine as youngsters who take puppy love to the next level, running away from home to start a new life on their own. While it's not a departure for Wes Anderson, with his trademark panache for dry, witty dialogue and several other hallmarks in place, Moonrise Kingdom feels like his most assured film, and undoubtedly one of the year's best.

#3. Zero Dark Thirty

Full disclosure: I did not think Kathryn Bigelow's The Hurt Locker should have won the Oscar for Best Picture. I'm not sure if the filmmaker's Zero Dark Thirty will win this year, but if it does, I think it will be much more deserved. Jessica Chastain is turning into this generation's Meryl Streep, an actress you have come to expect and demand Oscar-quality work from each time out, which she delivers every time. At a meaty 157 minutes, with several sections filled with bureaucratic banter, this could easily be a movie that falls into trite territory in another filmmaker's hands, but writer Mark Boal and director Kathryn Bigelow keep us glued to our seats. Unlike Lincoln, which bored me in part because I knew how it would end, Zero Dark Thirty succeeds on an incredible level by showing us this amazing 10-year journey, compelling us every second of the way to keep watching even though we all know the end result. That is the mark of a brilliant filmmaker and film.

#2. Django Unchained

There are few filmmakers currently working whose name above the film means more than the stars featured on the posters. When you see "A Quentin Tarantino Film" on a poster, that is enough to draw certain cinephiles like me to the theater, without needing much else. Quentin Tarantino returns with his take on the revenge Western in Django Unchained. Dubbed a "Southern" by the filmmaker himself, Django Unchained takes place just two years before the Civil War in the Antebellum South, with a German bounty hunter (Christoph Waltz) who gives a slave named Django (Jamie Foxx) his freedom, in exchange for some help in tracking down a trio of outlaws. Leonardo DiCaprio shines as the plantation-owning baddie Calvin Candie, who also owns Django's wife Broomhilda (Kerry Washington). While viewers may be uncomfortable with the gratuitous use of the "n" word, it is merely a reflection of the time period that draws you even deeper into this unique tale, with the brashness fans have come to expect from the brilliant QT. I'm not sure if this epic film will earn Quentin Tarantino that elusive Best Director or Best Picture Oscar, but it will surely be in contention.

#1. Holy Motors

There are some films that mere words can hardly do justice for. Films like Holy Motors aren't meant to be written about and dissected. They are meant to be experienced, and holy sh*t, what an experience you get with this mind-bending slice of cinematic genius from French director Leos Carax. Denis Lavant stars as Monsieur Oscar, a man who is whisked away in a stretch limousine to a series of nine "appointments" all throughout Paris. However, each appointment requires a different person Oscar must transform into, from a finger-biting derelict to a civil family man, all in 24 hours. Since this isn't on the ballot for Best Foreign Language Film at the Oscars this year, it seems unlikely this will receive any love from the Academy for Best Picture. Regardless, without a doubt, this is the one film I simply just can't stop thinking about, months after my first and only viewing. It's an assault on the senses, with hypnotic and transfixing turns by Denis Lavant and Edith Scob (along with a few brief appearances by Eva Mendes and Kylie Minogue) that explores what it means to be a "performer" in such an ingenious way.

That wraps it up for my Top 10 Movies of 2012. If you want to discuss these picks further, feel free to find me on Twitter (@GallagherMW) and let me know what you think. Here's to another year of fabulous movies in 2013! Peace in. Gallagher out!