By Carlos deVillalvilla
September 9, 2003

(Click on the images to see larger versions and credits.)

Hollywood has but two seasons. Summer is for blockbusters -- big popcorn movies, hot romantic comedies, franchise makers, tentpole releases, hits.

The fall has traditionally been for award-winners, when the studios trot out their Oscar hopefuls so that they will be fresh in the minds of Academy voters when nominations time rolls around. Of late, the fall has also seen its share of the kind of blockbusters normally reserved for the summer, such as the first two Harry Potter movies. Last year, the two largest-grossing movies of the year were released after Labor Day -- ''Harry Potter and the Chamber of Secrets'' and ''The Lord of the Ring: The Two Towers.''

Summer 2003 will go down in the record books as a record-setter, with box office marks such as highest cumulative gross and most releases (15) making $100 million in domestic ticket sales in a single summer. This will be deceptive, however; ticket sales were actually down (ticket prices were up, which is what sent the box-office totals squeaking by 2002's record totals). Although there were a number of great movies released this past summer (''X2,'' ''Pirates of the Caribbean,'' ''Bruce Almighty,'' ''Finding Nemo'' and ''The Matrix Reloaded''), the summer saw its share of disappointments as well, from outright disasters (''Gigli'') to underachievers (''League of Extraordinary Gentlemen,'' ''Hulk'') to the critically drubbed (''Lara Croft Tomb Raider: The Cradle of Life,'' ''Freddy vs. Jason'').

Although ''League'' and ''Hulk'' weren't bad on movies, the moviegoing public was left with a curiously unsatisfied feeling by the summer of 2003, like eating that legendary grand Chinese meal and being hungry a half-hour later.

That leaves the autumn for Cinemaniacs. Here are 20 to mark down on your multiplex calendar (although release dates are very subject to change) in order of this critic's anticipation.

1. ''Lord of the Rings: Return of the King'' (December 17)
The epic trilogy reaches its much-anticipated conclusion. It is mind-boggling to consider that when all is said and done, the three LOTR movies will tally more than one billion dollars in domestic box office alone (the first two have totaled $1.8 billion in worldwide box office already). Dazzling sequences such as the Battle of the Pelennor Fields, Sam Gamgee's struggle with Shelob and Frodo's final confrontation with his destiny at Mount Doom should be enough spectacle to thrill even the most jaded of moviegoers, let alone get the mob of Middle Earth fans salivating. Insiders say that this is the most emotionally wrenching installment of the trilogy. Expect well north of $300 million at the box office, and perhaps even an Oscar nod if director Peter Jackson nails this one.

2. ''The Last Samurai'' (December 5)
Although star Tom Cruise traditionally hasn't fared well with period pieces (remember ''Far and Away''?), director Edward Zwick (''Glory'') has. Loosely based on the life of Saigo Takamari, Cruise is cast as a Civil War vet contracted to modernize the imperial Japanese army at the behest of the Emperor. The American, fighting demons of his own, grows more and more sympathetic to the ways of the Saumurai, whom the Emperor wishes to eradicate from Japanese life. This leads to a conflict when Cruise is force to choose between the modern age and that of the Samurai. The battle scenes are elaborate and the action intense. Zwick has spent nearly ten years delivering this story for the screen - hopefully, the end result is worth the wait. With Cruise, expect a box office take of $150 million or more, if reviews are positive.

3. ''Kill Bill: Vol. 1'' (October 10)
Quentin Tarrantino has Hollywood street cred, particularly since ''Pulp Fiction'' made him a player. However, ''Jackie Brown'' was less-than-scintillating, and QT has been MIA ever since. He returns with a bang; this martial-arts, film noir indy crime drama turned out to be so lengthy that Miramax, rather than having the director whittle it down to size, has split it into two parts (Part Two is currently scheduled for February 20). Uma Thurman plays the Bride, left for dead during a wedding-day massacre and now out for revenge against the orchestrator of her misery, David Carrandine, the Unexpected Bill of the title. Along the way, she's going to nail everyone around Bill, just as he did with her. Tarrantino's movies have always oozed cool, and this one looks no different. Advance word is that this one may be his best one yet, and that the House of Blue Leaves sequence must be seen to be believed. If I were a conservative guy, I'd go the $75 million guess for the ticket counter on this one, but I feel much more justified in going out on a limb and putting the final tally for the first ''Kill Bill'' at $150 million, since I think it's gonna get big critical strokes and awesome word-of-mouth.

4. ''Master and Commander: Far Side of the World'' (November 14)
Patrick O'Brian's ''Master and Commander'' series of historical novels has a rabid following, perhaps even more so than the ''Star Trek'' fandom, believe it or not. Enough so that there has been a great deal of grousing on the internet over the casting of Russell Crowe as Captain Jack Aubrey (too thin), Paul Brittany as Dr. Stephen Maturin (too tall), the merging of the plot lines from two books to form one movie, and the changing of the enemy from America to France. Still, nobody will complain about the grandeur of the visuals, or the depiction of naval battles in the age of the tall ships. 20th Century Fox, along with co-producers Universal and Miramax, have sunk over $135 million to bring this project to life. Director Peter Weir may well be making his defining film - advance notices thus far have been raves. This could potentially be a major franchise for Fox, although I'm not sure Crowe has the mindset to redo Jack Aubrey over the life of the series (which is at 20 novels), but something tells me that there will be more ''Master and Commander'' to come. Give this one $210 million to start the series on its way.

5. ''The Matrix Revolutions'' (November 5)
The much-anticipated sequel that kicked off this summer's blockbuster season, ''The Matrix Reloaded,'' did very well, adding $280 million to Warner's coffers, but the critical reception was ambivalent at best, and the movie that was supposed to be the summer blockbuster wound up taking a back seat to a talking fish. The third leg of the series, filmed concurrently with ''The Matrix Reloaded,'' will need impressive visuals and a better critical reception to equal that mark. The final battle of Zion vs. the machines will be fought, and the answers to Neo's One-ness will be reportedly forthcoming, although room is left, we're told, for further explorations of the Matrix if the box office warrants it. I'm looking forward to the much-ballyhooed helicopter sequence. It seems likely that the confusing storyline of the second movie may have put off some of the more casual filmgoers, so I liken ''The Matrix'' trilogy to that of ''Back to the Future''; perhaps an idea more ambitious than practical. Good box office will greet this one, around $250 million, so the series will probably continue, albeit on a less ambitious level. However, I think that the superhigh expectations will cause some to view the two 2003 Matrix movies as disappointments, which they really aren't.

6. ''Underworld'' (September 19)
Werewolves and vampires at war. Now, why didn't I think of that? This is one of those naturals that you wonder why someone didn't come up with the idea years ago. Throw in a Romeo-and-Juliet-esque plot, and you have something with all the elements of being a sleepy hit. The chemistry between leads Kate (''Pearl Harbor'') Beckinsale, and Scott (''Dark Blue'') Speedman will be crucial to this movie's success; the visuals and the action sequences look pretty wild, from what I've seen. If director Len Wiseman did the concept justice, this will be a franchise-spawning winner - say, $140 million worth. However, if the final product isn't up to par, it'll be lucky to crack $40 million. Me, I think it's going to be the former.

7. ''The Alamo'' (December 25)
The obvious line is that Hollywood hopes that the moviegoing public, and the Oscar nominators in particular, remember ''The Alamo.'' Ron Howard was originally slated to helm, but clashes with Disney over budget and rating caused him to opt for ''The Missing'' instead, which may turn out to be a blessing in disguise. Dyed-in-the-wool Texan John Lee Hancock took over the reins, bringing with him a Texan's reverence for the subject matter. Hancock certainly spared no expense when creating the movie's period look; a 51-acre complex was built, including the village of Bexar (which is what San Antonio was called back then), the Alamo itself, and a river that runs through it (sans fly fishermen) that can be turned on and off at whim. The key here, however, is will the audience accept Billy Bob Thornton, Jason Patric and Dennis Quaid in roles that have been played, over the years, by John Wayne, Fess Parker and Chill Wills? Disney's last big-budget recreation of a defining American moment -- ''Pearl Harbor'' -- didn't come off so well, but I think ''The Alamo'' will be a better movie than ''Pearl Harbor,'' although my predicted box office take of $240 million might be a stretch given the heavy competition. I think Texas will prevail this time out.

8. ''Gothika'' (October 24)
Dark Castle Productions releases but one movie a year, and always around Halloween, but the company that brought us ''The House on Haunted Hill,'' ''Th13teen Ghosts'' and ''Ghost Ship'' may have their most promising -- certainly their most ambitious -- film to date. Halle Berry plays a respected psychiatrist who wakes up one morning to find herself accused of murder and a patient in her own hospital. Because it's a Dark Castle movie, there are supernatural forces at work, to which fellow inmate Penelope Cruz is the key. Director Mathieu Kassovitz is making his American film debut, after making the astonishing ''Crimson River'' and the charming ''Amalie'' (the highest-grossing French-language film of all time) in his native France. This is Berry's first movie that she carries on her own -- word has it that she's more than up to the task. In Kassovitz, we're seeing the first foray into Hollywood by a major talent -- I have no doubt we'll be hearing from him regularly. ''Gothika'' is going to be a mild hit, I think -- say $80 million -- but you can add another $20 million if word-of-mouth is good.

9. ''Paycheck'' (December 25)
In the aftermath of ''Gigli,'' some are stepping back from Ben Affleck and taking a harder look at the boy, so this movie hasn't gotten the buzz it perhaps deserves, although when you think about it, John Woo directing an adaptation of a Phillip K. Dick short story should be reason enough to celebrate. However Woo's last movie (''Windtalkers'') and the last film based on a Dick story (''Equilibrium'') were aslo disappointing, so much is riding on this one (although, the late Phillip K. probably doesn't care much one way or the other). Still, this one looks to be much better than any of the three flicks previously mentioned. Affleck plays a re-engineer, a specialist in taking apart technology and breaking it down to be copied and improved upon. He takes a job on for a multi-billionaire (Aaron Eckhart) after which his memory gets erased, but not before he sends himself clues that may aid him in piecing together the mystery of what he did over those three years, but also why people are trying to kill him. Personally, I'm looking forward to seeing a taut, action-packed sci-fi thriller, but the buzz has been so non-existent I fear the end product may not be up to snuff. So, barring one of those out-of-nowhere critical-acclaim jobs, I think the box office will be less than it probably deserves, right around $50 million or so.

10. ''The Missing'' (November 26)
This is the movie that Ron Howard left ''The Alamo'' to direct, and ironically, it's set in the West as well. Cate Blanchett plays a tough ranch owner whose relationship with her father (Tommy Lee Jones) has been strained over his decision to live among the Apache. They must, however, repair the rift when one of Blanchett's daughters is kidnapped and Daddy comes to help her find her lost little girl. This isn't a traditional Western in any sense of the word. For one thing, the action revolves around a woman. The darkness at the heart of the movie may put some off and that will impair the box-office potential a bit. Still, Howard usually delivers, so I'm going to say ''The Missing'' will deliver a smidge over $100 million.

11. ''The Cat in the Hat'' (November 21)
Speaking of Ron Howard, his production partner Brian Grazer tries to capture lightning in a bottle once again after the success of ''How the Grinch Stole Christmas.'' Following in the formula of putting a big-name film comedian at the core (Jim Carrey in ''The Grinch,'' Mike Myers here), ''The Cat in the Hat'' follows the book's storyline tightly while capturing the look of the book on celluloid. Fantastic, primary-colored sets that have few, if any, straight lines bring Theodore Geisel's vision to life. All indications are that this is a visually stunning movie. Will it make it two blockbusters in a row for the good Doctor Seuss? My magic 8-ball says no - a take of $70 million is in the cards, making it a hit, but a modest one considering the budget.

12. ''Timeline'' (November 26)
This Richard Donner adaptation of a Michael Crichton bestseller has been bounced around Paramount's release schedule somewhat, which is rarely a good sign. That they have settled on Thanksgiving weekend, one of the most profitable months for the movies, however, may indicate that the stuido has a lot of faith in this one. Of course, the premise of sending modern-day archaeologists back in time to 14th century England in wartime sounds promising, but the book's grubby and realistic portrayal of the period =- which puts those Renaissance Faire folk to shame -- may not exactly start the lines forming at the box office. Still, star Paul Walker is slowly becoming one of those guys whose name comes up when big, blockbuster movies are being cast; a hit here would help his cause immeasurably. Sadly, I don't think this is the movie that's going to do it for him. While I'm looking forward to seeing what Donner, who has directed some of my favorite movies, does to one of my favorite Crichton novels, I'm not expecting a box office bonanza for this one -- say, $50 million or so.

13. ''Cold Mountain'' (December 25)
This Civil War-set love story has many at Miramax having thoughts about Oscar. I have to say that director Anthony Minghella has tended to leave me a bit, ahem, cold, but he has assembled an impressive cast and crew here. Jude Law is Inman, a wounded Confederate soldier making his way back home to his beloved (Nicole Kidman) over a landscape no longer familiar, no longer the South he loved. Based on the Charles Frazier bestseller, this epic will become the highest-budgeted Miramax-made movie ever. Early consensus is that this one is a keeper. I think it's going to be a big winner, both at Academy ballot box, but also where it counts the most -- at the box office. $170 million will go a long way to justify the studio's faith in this project.

14. ''Intolerable Cruelty'' (October 10)
A romantic comedy about a divorce lawyer falling for his client's ex, whom he just cheated out of her much-deserved alimony, may sound like nothing to write home about, but when it comes from the fertile minds of the Coen brothers, then brother, break out the pen and ink! The latest from Joel and Ethan stars George Clooney and Catherine Zeta-Jones, with a stellar supporting cast that includes Billy Bob Thornton, Geoffrey Rush and Cedric the Entertainer. The Coen brothers are known for their quirky vision, but other than the magnificent ''Fargo'' and ''O Brother, Where Art Thou'' have found mainstream success elusive. Rumor has it that this one may finally be their ticket. Clooney is due for a big payday, and with Brian Grazer at the production helm, this may be the one that finally breaks the Coen brothers into the big time, box-office wise. God help us all. I'm guessing the ticket takers will pound about $110 million off of the turnstyles.

15. ''Duplex'' (September 26)
Another movie that has been kicked around the release schedule since filming was completed over a year ago, it stars Ben Stiller and Drew Barrymore as a couple who move into a New York City duplex, only to be tormented by the old lady (Ellen Essell) who lives upstairs. After their lives are thrown into total disarray, they plot the old lady's demise, which will free up the rent-controlled property on the second floor. There's more than a little mean-spiritedness at the core, but that's OK, since nobody does mean-spirited better than Louis dePalma ... I mean, director Danny De Vito. He could use a hit after ''Death to Smoochy,'' but ''Duplex'' looks a bit too quirky to pack 'em in. Still, the trailer earned enough laughs to whet my interest, so some of the $55 million it takes in will be my hard-earned dough.

16. ''Mystic River'' (October 15)
Clint Eastwood directs a star-studded cast in this adaptation of Dennis Lehane's best-selling novel about three deeply wounded men (Kevin Bacon, Sean Penn, Tim Robbins) who must not only face their pain, but also their pasts when the daughter of one of them turns up murdered, a second is tasked to investigate the case and the third is accused of the crime. The book is a dense, character-rich drama which, quite frankly, isn't the sort of things studios are falling all over themselves to make these days, but writer Brian Helgeland perservered and having Eastwood's name attached to the project packs some punch. Warner Brothers has been hemming and hawing on release strategy; it appears as of this writing that they will open it in limited release (New York and L.A., mainly) on October 8, then go wide the following weekend. There are those who are whispering that this is Eastwood's best shot at an Oscar since ''Unforgiven,'' and considering the Hollywood icon's advancing age, may factor into the Academy's thinking. I think this is a movie that is going to make the studios that passed on it look bad. I'm thinking $95 million at the box office in another fall sleeper.

17. ''The Human Stain'' (October 3)
The early buzz on this one, currently slated only for limited release, is that it might nab a bundle of Oscar nominations come January. Certainly the high-powered cast supports that notion, as does the three-time Oscar winning director, Robert Benton (''Kramer vs. Kramer''). Adapted by director/novelist Nicholas Meyer (so Trek fans can stop asking what he has been up to) from the Phillip Roth novel, Anthony Hopkins is Coleman Silk, a light-skinned African-American college professor who has passed as white his entire life. When his professional and personal lives collapse after he utters an ill-advised racial slur in his classroom, he takes up with a cleaning woman (Nicole Kidman) with a psychotic ex-husband (Ed Harris), against the advice of a novelist (Gary Sinese) who has befriended him. Kidman does a lurid striptease that is said to be as erotic a moment as Hollywood has produced in the last decade, which in and of itself should get the lines forming. Still, given the dithering Miramax has been doing over how to release, it may be difficult for some to find a theater showing it. I think that it will perform solidly, maybe $40 million or so, but if it cleans up come Oscar night, you can add at least twice that to it's box-office total.

18. ''The Haunted Mansion'' (November 26)
Remember when Eddie Murphy was cutting edge? He seems to have carved out a niche in family comedies (''Daddy Day-Care,'' ''Dr. Doolittle,'' ''The Nutty Professor''), a string of which won't be interrupted by this Disney offering. The latest adaptation of a Disney amusement-park ride for the screen, the question is whether this will be another ''Pirates of the Caribbean'' or another ''Country Bears.'' I suspect it will lean toward the former. Director Rob Minkoff, who spent 11 years in Disney's animation wing (he co-directed ''The Lion King'') has lately been responsible for both of the ''Stuart Little'' movies for Sony, so he knows family entertainment. Here, he has workaholic dad Murphy encountering ghosts at a mansion while on a job interview; his family is along for the ride. We're told that there will be 999 ghosts in the film, same as in the ride. The special effects will tend toward the spooky rather than the scary, but afficionados of the ride will find many familiar haunts waiting for them, including the lovely Madame Leota (Jennifer Tilly from the neck up). I suspect it won't do the kind of box office ''Pirates'' did, but this Mansion will be a lot more comfortable with $75 million more in the kitty.

19. ''The Order'' (September 5)
Director Brian Helgeland and actor Heath Ledger last teamed on the abominable ''A Knight's Tale,'' so it's time they owed us an apology. Hopefully, this is it. Ledger plays a Roman Catholic priest whose investigation into the murder of a friend leads him into a sinister cult within the church that is dabbling, as sinister cults often do, in things best not dabbled in. Gee-whiz special effects (supposedly Fox delayed the release of the movie to revamp the FX) and a genuinely creepy storyline (involving a Sin Eater, a medievel concept that we Catholics don't like to talk about) make this a possibility to be the movie that tides us over between late summer's last gasp and the first refreshing offerings of the fall. I think it may well surpass ''A Knight's Tale''; give it $90 million, if the trailers don't scare too many fence-riders off.

20. ''Veronica Guerin'' (October 17)
Journalist Veronica Guerin is an Irish national hero. She took on some of the most vicious criminals in Dublin and exposed them to the light of day, before she was herself murdered in 1996. Cate Blanchett takes on the titular role, but this really isn't a traditional biopic. Instead, this Joel Schumacher-directed movie is about her struggle with druglord John Gilligan (Gerald McSorley) which took up the last two years of her life, and ultimately ended in her demise. Her bravery in the face of the danger that Gilligan put her and her family in is what makes her story so compelling. If Blanchett can do it justice, it's not inconceivable that Oscar might come calling. Still, this is one of those smaller, less-agressively marketed movies that may fly under a lot of people's radars. I'm guessing a $55 million tally, though a win in February for Blanchett might up the total a wee bit.

Those are the movies I'm marking down on my own personal to-see list. Hopefully, some of them will wind up on yours. Still, that's merely a sampling of what Hollywood's bounty will be this fall. Others worth noting are Disney's latest animation, ''Brother Bear'' (November 1); Julia Roberts' latest, ''Mona Lisa Smile'' (December 19); the thriller ''Cold Creek Manor'' (September 19); the heart-warming true story ''Radio'' (October 24); the Mariachi trilogy conclusion ''Once Upon a Time in Mexico'' (September 12); the remade ''Texas Chainsaw Massacre'' (October 17); the Nicolas Cage caper comedy ''Matchstick Men'' (September 12); Jim Caviezel's road horror ''Highwaymen'' (December 3); the action comedy ''The Rundown'' (September 26); the viral horror ''Cabin Fever'' (September 12); and the newly re-imagined ''Peter Pan'' (December 25).

If that's not enough, try the re-release (with added footage) of ''Alien'' (October 31); the Steve Martin version of ''Cheaper By the Dozen'' (December 25); the live action/animation combo ''Looney Tunes: Back in Action'' (November 14); the Jack Black high school comedy ''School of Rock'' (October 3), the latest John Grisham thriller ''Runaway Jury'' (October 17); and the latest in the horror parody franchise, ''Scary Movie 3'' (October 24).

On the independent front, look out for the out-there horror comedy ''Bubba Ho-Tep'' (September 26); the quirky fantasy-drama ''Secondhand Lions'' (September 19); the distaff version of ''The Full Monty,'' ''Calendar Girls'' (December 19); the Val Kilmer porn mystery ''Wonderland'' (September 26); a film version of the BBC miniseries ''The Singing Detective'' (October 24); Goran Visnjic's supernatural thriller ''Hypnotic'' (September 19); the Macauley Culkin adult movie ''Party Monster'' (September 5); and the examination of journalistic ethics ''Shattered Glass'' (October 17); All coming to an arthouse or adventurous multiplex near you.

It's going to be a long, cold winter, but there are some terrific movies to tide us over until next summer, which promises to be quite possibly the best array of releases ever. I don't know about you, but I'm already hotly anticipating such promised fare as ''Spider-Man 2,'' ''Shrek 2,'' ''I Robot,'' ''The Riddick Chronicles,'' ''Harry Potter and the Prisoner of Azkaban,'' ''Aliens vs. Predator,'' ''Hellboy,'' ''The World of Tomorrow,'' ''The Punisher,'' ''Mad Max: Fury Road,'' ''Troy,'' ''Van Helsing,'' ''Catwoman'' and ''The Day After Tomorrow,'' to name just a few.

Better get an extra order of popcorn in.