Resident ET and "The Insider" film gurus Leonard Maltin and Clay Smith round up the top films and performances of the year in a lively one-on-one discussion. Who landed on their "Best of" list for 2008?

"Every year it seems they save all the really good stuff for the very end of the year," says Leonard, "And that's what I'm going to discuss with my colleague Clay Smith of 'The Insider.'"

First up, Leonard and Clay list their top three movies of the year, and they agree that 'The Curious Case of Benjamin Button' is one of the best. Leonard also names 'Frost/Nixon' and 'Slumdog Millionaire' as his faves, while Clay names 'Milk' as his top pick next to the "fierce and powerful" 'Revolutionary Road,' which Leonard didn't love, but acknowledged Kate Winslet's performance as "so far superior to the norm; when she shows up, you know something's going to happen."

Of the top male performances of the year, Clay says, "This is a battle royale for the rest of the year between Sean Penn and Frank Langella." Leonard says, "Langella just convinces you he's Richard Nixon" and points out that he watched 'Frost/Nixon' twice: "It gripped me just as much the second time as the first. It may be Ron Howard's best film ever."

Of the top female performances of the year, the two agree that Meryl Streep in 'Doubt' is the one to beat. Leonard says her performance "is so tough, so unyielding, and you believe every utterance of hers in that film."

The surprise of the year? Clay picks out Mickey Rourke in 'The Wrestler.' "To see this man just come out of obscurity and take over the film in such an incredible way [is amazing]," he says, while Leonard adds, "This is where art and life merge because it's about a guy who's a lot past his prime who's giving it one last shot -- and Mickey Rourke understands that."

Watch the video to see who else delivered the surprise performance of the year!