10. "Joe Lies" / "That Will Never Be Me" � Corey Flood (Say Anything�)
You can't find this musical moment on any soundtrack and there is very little that can be revealed about the singer/songwriter Corey Flood. After her instinctive appearance in Say Anything� she vanished. Through meticulous research done by myself she appears to have attended De Paul University in Chicago and has been rumored to perform in coffee houses around the city; however no flyers, bootlegs or video clips appear to exist. Unconfirmed reports have her playing rhythm guitar for Veruca Salt around the mid-1990's but this is unsubstantiated. In the early 2000's I was told she sporadically showed up at open-mic night at the now defunct Lounge Ax on Lincoln Avenue. I attended dozens of these nights but never once saw her perform. Although I could have sworn I saw her perform an a cappella version of Bruce Springsteen's "The River" in late 1999 under the name of Sarah Kendrew. I approached her after the show and she seemed to be sheltered and shy, but I didn't ask her if she was Corey Flood from Say Anything�.

A now defunct MySpace page appeared for Corey Flood in 2005 and I sent a message requesting an interview and some MP3's. In return I was given a PO Box address in Mumford, Texas to send a money order made out to "Anton Freeman". In return I was promised six CDR's with all 63 of Flood's boombox and 4-track demos. Months went by without any response until one day I received a letter from a publishing firm in New York from an attorney named Thomas Tipp. Tipp's handwritten letter informed me that the seller out of Mumford did not have legal authorization to sell the demos, which were second generation copies from the master Maxell II and 4-Track masters. He informed me that the demos have been and will continue to remain unreleased. Tipp's publishing firm is now in possession of the seven complete cassette deck sets distributed back in 1988. They informed me there are no plans to release them in any shape or form. This leaves us with the curtailed and off-the-hook performances delivered in Say Anything� as the sole living document of Corey Flood's unbridled musical zeal. Some may smirk and smile at the scenes and others are fully aware of the pain she expresses in her eyes during the performances. Flood and her attorney's may never decide to release the infamous "Lost Tapes" of Corey Flood and if it is the only document we have, then I guess we must consider ourselves blessed as these brief glimpses are as real as pain and art can get. Listen here.

9. "Everything in the Right Place" � Radiohead (Vanilla Sky)
Despite all of the critical acclaim laid upon Radiohead, you can't blame anyone for scratching their head at records like Kid A and Amnesiac. However, even the most vehement cynic would be hard pressed to not give them another listen after witnessing the opening sequence to Vanilla Sky. The morose backdrop created by the music makes the scene of seclusion that much more effective. It also hearkens to the flamboyant Playboy character of David Aames that Tom Cruise embodies. The scene opens with three words ("open your eyes") but it sets the tone for the dreamy ambiance that encompasses the rest of the film from an icy apartment to the deserted streets of New York. A mood is struck that is kept for the entire film, all of which can be attributed to the luminescent use of this song. Listen here.

8. "Sparks" � The Who (Almost Famous)
A true moment of awakening that transforms William Miller. Crowe has an uncanny talent to take an event everyone has experiences and make it irrefutable. As a young William Miller shuffles through his sister's record collection in Almost Famous we are taken back to that moment of awakening where we first fell in love with music where we know our lives will never be the same ever again. Visually speaking "Sparks" accompanies Miller's growth from a pre-teen to an awkward teen in a few succinct scenes. Besides a wholesome uninhibited ecstasy of music, it also tells the tale of someone going through colossal growing pains where one is never truly alone as long as there is music. Listen here.

7. "Secret Garden" � Bruce Springsteen (Jerry Maguire)
Originally released in February of 1995 as one of four new songs on Springsteen's Greatest Hits release, "Secret Garden" was chosen as the second single and pushed at radio stations. It peaked at a lowly number-58. The truth behind the song is that most long-time Springsteen fans felt "Garden" was the weakest of the new tracks and when a outtake entitled "Back In Your Arms" surfaced on a documentary later that year, everyone was astounded that "Arms" wasn't the lead single with it's soulful vocal liberation with the E Street Band channeling the Stax Records catalog. Springsteen quickly moved onto a set of solo songs lacking melody but bristling with socio-political tirades on The Ghost of Tom Joad a few months later and "Secret Garden" was left to languish until the trailer for Jerry Maguire appeared in the fall of 1996. "Secret Garden" was featured prominently in the trailer and wound up having several showcase moments within the film. Almost instantly, the song took on new meaning. Instead of skipping it on the CD, I listened closer. It slowly infected me. When Springsteen took his characters off the road and began to write about what happens behind closed doors, his audience moved on. However, at its best he broke his music down to an even more profound personal manner. "Secret Garden" is a song about a woman who outwardly may show her cards, but when it comes to true intimacy, she never reveals herself much like Cruise's character of Jerry Maguire. The song comes in at pivotal moments like Maguire's first date with Dorothy Boyd and again in the final act where it is laced with the struggles of life in a lingering and emotionally bare scene for Cruise. Cruise took the character from the top of his game to the depths of despair and we believed every single second thanks to the dutiful direction, the affecting words in the script and the careful selection of songs by Crowe. "Secret Garden" is an example of a song that was discarded by everyone and Crowe picked it up out of the trash, impregnated our senses with it and gave Bruce Springsteen his last top-twenty hit on the Billboard 100. Listen here.

6. "The Wind" � Cat Stevens (Almost Famous)
In September 2000 Cameron Crowe was on Charlie Rose discussing Almost Famous and he spoke of how he hoped to extend the sequence of "The Wind" on his director's cut. The theatrical cut features Kate Hudson dancing without a care in the world in an empty music hall post-concert. However, on the director's cut of Untitled Crowe did a few minor edits which increases its emotional weight ten-fold. The preceding scene finds Stillwater being fast talked by a big name manager (played with great gusto by an unrecognizable Jimmy Fallon) about maximizing their profit while they can. The camera flashes to journalist William Miller and slowly pulls away where he hears the words of Lester Bangs in voice-over; "You're coming along at a very dangerous time for rock 'n' roll. The war is over. They won. And they will ruin rock 'n' roll�and strangle everything we love about it". This was not in the theatrical cut and on Untitled it provides a weight unforeseen. The world of music has changed so much in the last decade, these words are even eerier than they were in 2000 let alone 1973. We hear Cat Steven's acoustic guitar begin before Penny Lane (Kate Hudson) dances in the auditorium post-concert. She is free as a bird, her smile and eyes are as glistening as any love song ever written. To identify with Penny Lane is to seize love. The euphoric high post-concert is something that goes unrecorded. You have been transformed and you sincerely believe your life is better simply by being there. No one will ever make a film like Almost Famous ever again, because we've turned from a society of optimism to cynicism. We live each and every waking minute of our lives to experience a love as unadulterated as the one Penny Lane projects and Crowe captures in this scene. Listen here.

5. "Shelter From the Storm" � Bob Dylan (Jerry Maguire)
In the fall of 1974, Bob Dylan took up residence in a New York studio (and later on in Minnesota) and cut the bloodiest break-up record of all time; Blood on the Tracks. The songs are believed to largely deal with the break-up of his marriage. The album's ninth track "Shelter From the Storm" was chosen by Crowe as the finale for Jerry Maguire which ends of a high note with Maguire back on his feet. There's one last bit of dialogue (before the shift to the credits) from Maguire's mentor Dicky Fox, "Hey, I don't have all the answers. In life, to be honest, I failed as much as I have succeeded. But I love my wife. I love my life. And I wish you my kind of success." Cameron Crowe once again tapped into a universal theme aimed squarely at the heart. However, beneath the veneer of the final scene is a song in which the narrator poetically sings about empirical matters and is in the continual search for salvation.

The sweeping feel-good finale is enshrined in our memories but not before Crowe gave Bob Dylan the final word. Crowe had the prudence to make an appeal not just for "Shelter from the Storm" but for an unreleased alternate take of the song focusing on Dylan's acoustic guitar and harmonica. Dylan channels his rage and optimism fiercely through rigorous strumming with his hands lashing the six-strings like a wild animal that has captured its prey. His nicotine rasp encapsulates and foreshadows the contradictions of our existence. Despite the setbacks and angst that largely illustrate our lives, Crowe (and Dylan) appear to be delivering a tentative smirk at us. Life's mysteries can't full be summed up in a film or song but it can provide a road map to us for when we experience both the sweet and the sour. As we watch Jerry and Dorothy walk into that sunset, we're not sure where they will end up because life is full of accidental collisions and downturns. However, we also believe that through their shared heartache (exemplified by "Shelter from the Storm") they have the tools which will help their relationship weather any storm and in many ways, that's the greatest ending we could ever hope for. Listen here.

4. "Come Pick Me Up" � Ryan Adams (Elizabethtown)
Singles would not have existed without the burgeoning music scene of Seattle. The same could be said of Elizabethtown and Ryan Adams. Crowe was on tour with his wife's band Heart when inspiration struck him in the summer of 2002. He rented a car, began driving through the south, started taking notes and listened to Ryan Adams whose music in large part (along with My Morning Jacket) infuses the essence of the film. The Ryan Adams song "Come Pick Me Up", from his debut solo release, Heartbreaker, became the film's scene stealer. In a soundtrack of dozens upon dozens of songs this one pulls you into the film. After a long and arduous journey's to his father's hometown to gather his remains, Drew Baylor (Orlando Bloom) is in desperate straits attempting to make sense of the dual personal tragedies he has just encountered. He is at the Brown Hotel and fumbles through his phone seeking a voice, any voice, on the other end. Out of desperation he calls Claire (Kristen Dunst), the lively flight attendant he met en route to Kentucky. He doesn't want to call her but he's alone and needs that human touch. What unfolds in front of our eyes is movie magic. Claire draws Drew out of his shell and Ryan Adams, with his lush acoustic guitar leading the proceedings, augments the scene with naked vulnerability. Throughout the scene you can't help but have a smile sneak up on you as we're witnessing one person pick another up with a friendly voice and an open ear. If there is any one thing I am sure of in this universe, we are not destined to walk through it alone. That doesn't mean you have to be married or in a relationship for it to have meaning, it simply means sharing your life with someone and having them open up the world for you. The road to too treacherous, the terrain is too winding and the ache too colossal to mount alone. This scene in Elizabethtown sums up the human experience where we let our inner wall come crashing down so that another person can take a look at us, warts and all. I had such issue with people who lashed out against Elizabethtown because I felt so close to it all. People often mistake intimacy with the shedding of clothes, but this scene between Claire and Drew is as intimate and exposed as any I can remember. Two misfits let their guard down and through each other (and with a little help from Ryan Adams) they begin to let go of their desperation, dislocation, desolation and isolation as they remind one another that life's travails contain extreme pain but also joy�and the elation outweighs it all. Listen here.

3. "In Your Eyes" � Peter Gabriel (Say Anything�)
This isn't just Crowe's most memorable cinematic scene; it's one of the most iconic in all of film. The tributes and discussion over the years are endless. Despite the fact that boomboxes no longer exist, it's not so much about the product in Lloyd Dobler's hands, but the heart with which he expresses himself. Most of us wouldn't dare to reveal ourselves to anyone to this extent. It's an insanely courageous proclamation of love few would ever dare. What's most astonishing about "In Your Eyes" is that the song and the scene almost never happened. As they were filming, they weren't fully sure how to capture the scene. They began shooting it on a street and Cusack sat on his car holding the boombox, but not in the classic pose. On the very last day of filming, cinematographer L�szl� Kov�cs found a location in a park across the street from the 7-11. They scheduled last shot was the 7-11 parking lot shot where Cusack pushes glass out of the way for Diane Court. After the scene was shot, they rushed to a park across the street and set-up the iconic shot. As the sun was dissipating Crowe told Cusack to hold the stereo above his head. Cusack felt a more reserved approach was the way to go, but Crowe urged him and told him "Trust me" and the rest you could say is movie history; but not quite. In the editing process of the scene they couldn't find a good music fit for the scene. Many songs were tried and Cusack actually played a Fishbone song during the filming. However one day Crowe put in his wedding mix tape from 1986 and heard Peter Gabriel's "In Your Eyes". He rushed to the editing studio, they synched it up and immediately knew they had their song. Even then they had one more hurdle, getting Gabriel's permission. Up to this point, Gabriel had not licensed many songs for films and the ones he did grant approval were originals and not recycled from his studio albums. The request went in and they waited anxiously. One day Gabriel called Crowe and informed him that he would pass. When Crowe asked him why, Gabriel responded saying he felt that it didn't fit with the death in the end. Crowe then told him he thought he had the wrong film. It turns out Gabriel had watched Wired, a film about the late comedian John Belushi. "Oh, you're the high school movie, I'll watch that tonight", Gabriel told Crowe and he did give his blessing and the rest you can say is pop culture history.

"In Your Eyes" was originally a US single in the fall of 1986 where it failed to crack the Top-20. Because of Say Anything� the song slowly made its way back up the charts to number-41. There's irony here because it's his most recognizable song and burned into the brains of a whole generation and it never made it out of the lower regions of the Top-40. Yet, twenty-five years later the song still entrances. The way the chime repeats itself throughout the song almost as if it's in step with your beating heart. Gabriel's soft and elegiac vocal is like a hymn or a between-the-sheets confession of love. You feel his ache, you hear the joy and rest they say is history. Gabriel has taken a low profile after the immense success of So with only two proper studio albums and a slew of side projects including lat year's superb re-working of classic songs New Blood which features a sumptuous string filled "In Your Eyes". A quarter of a century later So sounds gloriously alive and well, it's still a record that can leave people in awe just from an arrangement and production viewpoint. Gabriel has written better songs but none have connected in such extreme and deeply personal matter. When John Cusack, Cameron Crowe and Peter Gabriel all pass on one day, their obituaries will point specifically to this scene and this song. Each of them brought indelible splendor to the scene and it's enshrined in our memory banks for all time. If one scene in a movie will be noted in three separate obituaries, then I think that's a sign you've created something truly eternal. Listen here.

2. "It'll All Work Out" � Tom Petty and the Heartbreakers (Elizabethtown)
Drew Baylor (Orlando Bloom) is walking through the airport en route to make burial plans for his father as flight attendant Claire Colburn (Kristen Dunst) preps herself for her job. Nary is a word spoken by either actor and yet the viewer is able to discern much from not just their facial reactions but this artfully fragile song from Tom Petty and the Heartbreakers. "It'll All Work Out" is a forgotten treasure lost on the band's 1987 unnoticed Let Me Up (I've Had Enough) . The track itself has a strange history as it found Petty at a time of bewilderment in his marriage. While he and his wife stayed together for several more years, the pained tone of the song really says everything one would need to know. Petty came up with the lyrics and couldn't do anything else with it so he brought it to guitarist Mike Campbell and told him to see what he could do with it. Campbell went into his bag of tricks and dressed Petty's wounded lyrics with somber wonder. Petty's ghostly vocal is complimented by a striking amalgamation of a weeping guitar, a distressing mandolin, a lingering dulcimer and the ethereal wonder of a Japanese koto. The instruments and vocals counterpoint one another like stars alongside the moon.

As Petty ruminates about the selflessness of letting one go so they can fly away and be free we see two actors disappear into their craft awakening sentiments within the viewer that were most likely forgotten or buried so deep and far they hoped to never stumble upon them again. To the naysayers of Elizabethtown I often point to this scene where Drew and Claire (performed with great control by Bloom and Dunst) exhibit something as valiant as the subversive Lloyd Dobler boombox scene. Their faces can't conceal their weariness and "It'll All Work Out" masterfully connects Drew and Claire's inner emotions to our own memories. The ghost of Drew's father lingers in the air as does his recent failure. Almost immediately, through their eyes and Petty's solemn hymn, we feel as if we know their tenderness wholly. All of the dread and dour prophecies we encounter can be felt through the marriage of this buried Tom Petty song and Crowe's understated direction. To comprehend and feel happiness run through our veins, we must comprehend the depths of despair. In less than a minute, Crowe flawlessly encapsulates all of the trepidation that can destroy us. This scene has never left my consciousness and "It'll All Work Out" went from long lost album filler to a bona fide cult classic. Listen here.

1. "Within Your Reach"-The Replacements (Say Anything�)
Over the last twenty-plus years, I can't tell you how many times I've watched Cameron Crowe's films in total. I don't even want to guess. But I mention this because I attempted to create this list with a little bit of authority and also in the hopes people would discover some great music and rediscover some cinematic gems. Choosing one specific song to place at number one is daunting, but it had to be done. To my eyes and ears, "Within Your Reach" by the Replacements in 1989's Say Anything� is without question Crowe's fundamental cinematic moment of musical genius. I'm sure many are scratching their heads and others may be asking who the Replacements are, but every script and lead character Crowe ever wrote about stems from the two uses of "Within Your Reach". Paul Westerberg wrote and performed all the instruments on "Within Your Reach" and it's not like anything else in the Replacements catalog. It's not even on one off their better known albums (Hootenanny). The hissing drum machine is the keystone of the obtuse track as his vocals duet with his sinuous distorted guitars that is a studio creation unlike any other. The bass bulges as guitars warp as they curve around unexpected twists and turns with an ever so slight keyboard in the backdrop. His lyrics are full of yearning boldness pairing up marvelously with Dobler's moral fiber. In another stroke of luck, if Cusack had not been cast, it's unlikely the song would have made the film. Crowe was so hell bent on getting Cusack to do the role he went to Chicago "hat-in-hand" (according to Crowe on the commentary track) as a first time director and slowly caved to all of Cusack's requests. However, this was not an ego stroke; it was a collaboration to bring one of the great romantic leads in the history of cinema to life. One of Cusack's demands was that Lloyd listens to the Clash and the Replacements. Crowe knew of the Replacements but didn't know their music. They decided on "Within Your Reach" for the second to last scene. However, the studio had other ideas. They wanted a third reprise of "In Your Eyes" but Cusack and Crowe fought to keep the Replacements track and won out. On the commentary track for the Say Anything� DVD Cusack said "That song more than anything�than any other song, was sort of my soundtrack" and little did he know it, but it's the greatest in Crowe's musical portfolio.

The song first makes an appearance in Corey Flood's bedroom (played by Lili Taylor). Dobler and Diane Court have broken up and Dobler being insolent. When his friend D.C. presses him about why he won't reach out again he replies "'Cause I'm a guy. I have pride". Flood argues with Dobler before she delivers a classic Cameron Crowe line, "The world is full of guys. Be a man". In the background, the drum machine of "Within Your Reach" swirls. However, the scene sets the stage for a more profound scene, which I feel exemplifies Crowe's talent as a top-tier filmmaker. Throughout the whole film, Dobler relishes his relationship with Diane Court more than anything. He has never been this serious about anything before and he's transforming from a boy into a man. Instead of Saturday nights out with the guys, he fully realizes those moments are fleeting and wants something more. After his scolding in Corey's bedroom, he puts himself on the line once again and eventually he and Diane reunite. In a life altering decision, Dobler decides to go with her to Europe for her fellowship because he can't imagine doing anything other than being with her. He's not going to get a minimum wage job, he isn't going to community college and he isn't joining the army because that is what his father did before him. He's carving his own existence. This is all exemplified in the film's penultimate scene. We see Dobler packing his bags to accompany Diane to Europe. His sister and nephew look on and in the background "Within Your Reach" plays. This isn't a coincidence; it's the very same song where his friend Corey told him to "be a man." Once he has finished packing, he walks over to the stereo where he takes the volume dial and cranks it far past the red line his sister placed so as to not upset the neighbors. He walks to his sister, does a sibling handshake, bows down to his nephew and then takes one look back around the apartment with a grin on his face as he takes his final walk out the door. His head bounces to the left in a righteous manner almost as if he's in absolute and total control of the road in front of him. Lloyd Dobler is living life on his own terms. His sister, friends, teachers, parents and noise-adverse neighbor's aren't going to alter him from his path. We live our whole lives for this moment of clarity and it doesn't happen often.