Los Angeles, Feb. 19, 2008--With the Academy Awards due to be announced on Feb. 24, it's the right time to list the top 10 horse-racing movies of all-time. The envelopes, please:

10. "A Day at the Races," 1937. At the end of this typically zany Marx Brothers vehicle, there's a steeplechase race that had to be shot twice. Both times, Chico Marx, who would bet on the first fly to leave the window, bet against a crew member on a horse that wasn't scripted to win. Losing both bets, Chico said: "How could I pass up 20-to-1?" In the movie, Groucho is supposed to head up a sanatorium, but eventually, in proposing to his perennial quarry, Margaret Dumont, he says: "Emily, I have a confession to make. I really am a horse doctor, but if you marry me, I'll never look at another horse." At the track, Chico says to Groucho, "Hey, boss! C'mere! Sun-Up is the worst horse on the track." Groucho says, "I notice he wins all the time." Chico says, "Aw, just because he comes in first." Groucho says, "Well, I don't want 'em any better than first." This is hardly a racetrack movie, in the true sense, but it's difficult finding many good films that hold to the genre. "A Day at the Races" is more of an excuse for the brothers to wisecrack away for a couple of hours, and I just couldn't leave it off.

9. "Casey's Shadow," 1978. Since this film, starring Walter Matthau as a crusty quarter-horse trainer, was drawn from the life of Randy Romero, I once asked Randy about the picture. "The only thing my mother wanted to know," Romero said, "was whether that bathtub scene was really true. There was a scene where the trainer and his sons had filled up the bathtub with all their dirty dishes. I had to tell mom that it was." There's the obligatory winning race at the end, but along the way, director Martin Ritt, who was an inveterate horseplayer, gets so close to the game that you can almost smell the backstretch. One day at Hollywood Park, an acquaintance asked Matthau for a tip on a race. "I'm not the one," Matthau said. "Go see Marty Ritt if you want a winner."

8. "The Black Stallion," 1979. Mickey Rooney, who appears on this list twice, was nominated for a supporting-actor Oscar for his portrayal of a once-successful trainer who's run into hard times. The action sequences are stunning and the photography is lush and sweeping. They finally got around to filming the novel that Walt Farley wrote in 1941. Kelly Reno, an unknown playing the boy who falls in love with the horse, was 12 years old when shooting began. A lasting career in pictures eluded Reno, who became a driver of 18-wheelers. The movie triggered a sequel, a prequel and a TV series. One day at Aqueduct years ago, I shared a table with Rooney and a few others. "Between all my marriages and the horses, I've lost millions of dollars over the years," he said. "But I've got a great marriage now, and I've got the horses under control." Standing behind Rooney in a mutuel line a little later, I saw him make an $800 win bet.

7. "National Velvet," 1945. Rooney again, philosophizing as he tries to pull off the impossible, winning the Grand National steeplechase for Elizabeth Taylor's "Pie," whom she won in a lottery. Director Clarence Brown telegraphs the ending about two reels ahead of time, and many of the lines are as high as an elephant's eye, but it's a heartwarming family picture and a teenaged Elizabeth Taylor, in her fifth film, gives a preview of coming attainments. To think that MGM considered Katharine Hepburn and Gene Tierney prior to hiring Taylor. Anne Revere, who played Taylor's mother, won an Oscar for supporting actress. Pie was played by a horse named King Charles, a grandson of Man o'War.

6. "Bite the Bullet," 1975. This is Gene Hackman (after Charles Bronson turned down the part), James Coburn, Candace Bergen and others in a 700-mile endurance horse race in the late 1890s. No exacta betting. The dialogue is snap, crackle and pop, the action is in your face, the location photography is incredible, and at the end the horses are to be more admired than the actors. There were races like this in this era, with no Humane Society to get in the way. Released the same day as "Jaws," the picture had no box-office steam, but has become an oxymoron, a minor epic. In a lifetime of stellar roles, Hackman has never been better.

5. "Premieres Armes," 1950. Every list deserves a sleeper. Also known as "First Weapons," the English translation, and "Winner's Circle," this is a dour French story about a 14-year-old boy who is sent by his father from Paris to Bordeaux to learn to become a jockey. The boy matures rapidly in the face of persecutions and abuse from the stable's trainer and his rival jockeys. The film pulls no punches in portraying his hard-knock existence. Rene Wheeler both wrote and directed.

4. "Seabiscuit," 2003. Full disclosure: My wife Pat and I were non-speaking extras on this film. We were part of a crowd of a few hundred that was made to look like tens of thousands on the day Seabiscuit finally won the Santa Anita Handicap. Those long shots make anything possible. Hollywood did well by Laura Hillenbrand's best-seller, and director Gary Ross got a best-picture nomination out of it. I'm not a Tobey Maguire fan, but Jeff Bridges, Chris Cooper and Gary Stevens were fine in their roles, and William H. Macy, with just a few pages to work with, stole the show as the motor-mouthed sportscaster who lightened the load of the Depression-era saga.

3. "The Killing," 1956. This was a taut telling of a heist that just happened to take place at a racetrack (Bay Meadows, in fact, after several East Coast tracks got wet feet). Sterling Hayden, the leader of the larcenous gang, worked for $40,000, and Stanley Kubrick, looking for a break-out picture, worked for nothing and shot the whole thing in 24 days. Hayden is surrounded by a who's who of character actors, including Elisha Cook Jr., who's as wide-eyed as ever. I don't know why, but Cook, a registered tippler, showed up unannounced in the winner's circle at Santa Anita one day, dressed like he was going to sea. I'm not going to spoil Kubrick's O. Henry ending, but the caveat about airplane travel still applied then: Don't overpack.

2. "Champions," 1984. This British entry would be labeled far-fetched if the story of jockey Bob Champion and his oft-injured veteran jumper, Aldaniti, weren't true. So the filmmakers were able to lather on the heartaches without being mawkish. Champion was a recovering cancer victim who rode Aldaniti to victory in the 1981 Grand National, England's 4 1/2-mile hurdling marathon. In perfect casting, John Hurt played Champion and Aldaniti, who was 11 when he won the race, played himself.

1. "Phar Lap," 1983. When I last ranked racing films, in 1989, this picture was at the head of the class, and it still is. Other than "Seabiscuit," racing films in almost two decades have failed to crash the old list. Meantime, good boxing and baseball movies have come at us at an assembly-line clip. A hint to moviemakers contemplating horse pictures: You don't have to make anything up. The Damon Runyon denizens of the racing world have had their day. "Phar Lap," "Champions" and "Seabiscuit" were good enough real stories that they didn't need embellishment. The Australian director Simon Wincer took the life of a sensational New Zealand-bred and just followed it to its bittersweet conclusion, a win in a $100,000 race at Agua Caliente and a mysterious death in Northern California. Wincer dug deep to make sure that the warts on Phar Lap's trainer (played by Martin Vaughan) showed, and American actor Ron Leibman, in the part of the owner, came off as a mercenary. Of all those around Phar Lap, only the horse's groom (Tommy Woodcock, played by Tom Burlinson) emerged unscathed.

I was tempted to end this with a list of racing's worst all-time movies, but since this is not National Cruelty Month, I'll pass. Films like "Thoroughbreds Don't Cry" will be spared, for now.