Best Film (cinematic) Aesthetically and by plot

High Noon has some amazing camera work in it. The shots of the noon train are especially nicely done. The high angle and zoom in stuff too.
 
Saw Last Year at Marienbad" (La Derniere Annee a Marienbad ) last night - sorry, can't do accents. A film which divides people. Best seen on the large screen. Fine B&W photography in Orson Welles' "Touch of Evil", good story and fine performances.
 
So many great movies, so little time. :) Some of my favorites have already been mentioned: Das Boot, Touch of Evil, Chinatown, The Man Who Would be King, Greenaway's Cook/Thief/Wife/Lover (although I prefer Belly of an Architect).

Rather than follow OP instructions, I'll mention three movies with strong storyline and aesthetics both. Third place is "The Elephant Man" by Lynch. Shot in B&W, John Hurt must emote behind heavy makeup: awesome cast, all around. Second place is "The Emerald Forest" by John Boorman which was way ahead of its time for covering environmental/cultural destruction: a visual feast with pace.

First place is "Der Untergang" which I saw four times on the big screen, and it left me badly shaken every time. This is not entertainment, but a window into history, a place so horrifying that it's hard to believe it happened. For those unfamiliar, this movie tracks the last ten days of Hitler (channeled by the awesome Bruno Ganz) and his Bunker denizens. The aesthetics are oriented to academic authenticity and perfectly transparent presentation. The Continental cast is very strong, with special mention for actress Corinna Harfouch: her Magda Goebbels is heartwrenching to watch, and made her sick to portray.
 
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Anything by Akira Kurosawa. Notably Seven Samurai and High and Low. Amazing films, outstanding cinematography.

Also by Kurosawa, "Sanjuro"
and the Rossellini movies, the ones where in each scene there's always just one most luminous white, so calming to the senses to watch B & W like this....
 
Fantastic thread, and have taken note of much of the movies & directors mentioned.

For now, a few movies I haven't seen mentioned:

Amelie (French classic, timeless)
Cinema Paradiso (Must see for any movie lover..)
Goodbye Lenin (Comic look at East Germany after wall comes down)
 
For plot, Kubrick's "Paths of Glory". For aesthetics, I have to go with Welles's "Touch of Evil". Although I could flip-flop them and still be satisfied.

I did give serious consideration to Mel Brook's "Young Frankenstein" as well.
 
I will also mention "28 Days Later" just for all the pleasurable (but scary) zombie killing dreams it has given me.
 
Just one for me:

'Paris Texas'(1984) ... directed by Wim Wenders ... music by Ry Cooder.

Starring: Natasha Kinski, Harry Dean Stanton and Dean Stockwell.

US cinema doesn't get any better than this IMO. :)

This comment prompted me to ask my wife to order Paris, Texas from Netflix. We watched it tonight. From every point of view, I agree: Plot, Acting, Cinematography, Set Design, or you name it; it doesn't get any better than that! A very moving film to boot.

Thanks for the tip, Keith, Et. Al.!
 
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