1998 was a record-breaking year for filmmakers in both attendance and profit. But what were the quality films of 1998? Jeffery Lyons gives his picks.

In 1998 I saw nearly 300 movies, most were either forgettable or at best routine. But a few I'll never forget, so here are my picks for the year:

• Dancer Texas, Pop. 51
  This is my sleeper, a cast of unknowns in a film which played one week in New York and L.A., then turned up on airplanes where I caught it again. "Dancer, Texas, Pop. 51" is about a quartet of high school buddies determined to escape their dusty town and head to California graduation day.

• Waking Ned Divine
  Half a world away in Ireland, coincidentally, another village of 51 was the setting for "Waking Ned Divine." When an Irish sweepstakes winner dies of shock clutching his ticket, his neighbors conspire to collect the money anyway.

• "Little Voice"
  This one stars Brenda Blethyn as a tart-tongued mother whose repressed daughter, Jane Horrocks eerily duplicates the voices of Marilyn Monroe and Judy Garland, attracting a sleazy talent agent, Michael Caine.

• The Hi-Lo Country
  "The Hi-Lo Country" just opening is a tense, superbly-acted western set in Texas in 1945. Billy Crudup and Woody Harrelson are hot-tempered cowboys practicing a dying way of life.

• The Thin Red Line
  Harrelson's also in "The Thin Red Line," from enigmatic director Terrence Mallick, based on the James Jones novel. It's one of two World War II combat epics on my list this year. It recreates the bloody assault on Guadalcanal in the South Pacific late in 1942.

• Life is Beautiful
  Meanwhile, in Italy at roughly the same time, Roberto Begnini in "Life is Beautiful" endured the horrors of a concentration camp with his young innocent son. Co-written by Begnini, it's Italy's Oscar entry for foreign language picture, but it's a likely nominee for best picture, actor and screenplay.

• Sliding Doors
  And speaking of screenplays, the year's cleverest was "Sliding Doors," with Gwyneth Paltrow in a parallel reality story. A Londoner just fired from her job misses a train home and the movie explores what might have happened had she made that train.

• Shakespeare in Love
  She also starred in "Shakespeare in Love," romanced by a young William Shakespeare, a lush costume romantic comedy.

• Antz, A Bug's Life
  "Antz" from Dreamworks and "A Bug's Life" from arch-rival Disney, share a slot. One decries, the other extolls the ant society and both deserve techincal Oscars.

• Prince of Egypt
  And Dreamworks scored again with the equisite "Prince of Egypt," a mesmerizing telling of the story of Moses with a mature but still family -oriented perspective.

Well before presenting my choice for the best film of 1998, here's what some other "critics" thought.

Saving Private Ryan was Steven Speilberg's mesmerizing epic recreation of D-Day and the search for a soldier who'd been alled by F.D.R. after losing three brothers in combat. Tom Hanks, as the everyman company captain epitomized the citizen soldier and is headed toward contention for Oscar number three.