Sex, drugs and rock 'n' roll! It was the clarion call of a generation, but only a little of that brand of hedonism is reflected in our picks for the best films of the decade. The counterculture axiom of not trusting anyone over 30 also didn't extend much to actors or directors.

Three old guard auteurs make our list -- David Lean, Robert Wise and Alfred Hitchcock -- with two films each. Paul Newman has no less than four starring roles among our best picks. And, really, you can't get any more establishment than a troika of musicals -- 'The Sound of Music,' 'West Side Story' and 'My Fair Lady' -- winning Best Picture Oscars ... now that's far out!

Greatest Movies of the 60s

    Sex, drugs and rock 'n' roll! It was the clarion call of a generation, but only a little of that brand of hedonism is reflected in our picks for the best films of the decade. The counterculture axiom of not trusting anyone over 30 also didn't extend much to actors or directors.

    Three old guard auteurs make our list -- David Lean, Robert Wise and Alfred Hitchcock -- with two films each. Paul Newman has no less than four starring roles among our best picks. And, really, you can't get any more establishment than a troika of musicals -- 'The Sound of Music,' 'West Side Story' and 'My Fair Lady' -- winning Best Picture Oscars ... now that's far out! -- By Tom Johnson

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    40. 'Goldfinger' (1964)

    James Bond (Sean Connery) battles one of the most delicious archenemies in his panoply of villains -- mammon-worshipping Auric Goldfinger (Gert Frobe). Although the Federal gold reserve at Fort Knox is Goldfinger's obsession, Bond has his sights set on a more accessible (and shapely) target -- Pussy Galore (Honor Blackman). Talk about shaken and stirred ...

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    39. 'Romeo and Juliet' (1968)

    Franco Zeffirelli directs what is, hands down, the greatest film adaptation of one of Shakespeare's most enduring tragedies. Richard Whiting and Olivia Hussey are insanely photogenic as Verona's ill-fated young lovers and Nino Rota's haunting "love theme" sets the somber tenor of the film, which is faithful to the Bard's immortal iambic pentameter. Translation: Avoid like the pox updated remakes like the 1996 DiCaprio/Danes misfire.

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    38. 'The Dirty Dozen' (1967)

    An all-star cast headed by Lee Marvin, Charles Bronson and John Cassavetes kicks plenty of Kraut butt in this rousing WWII actioner about a group of death-row inmates given a chance to expunge their records by participating in a suicide mission behind enemy lines on D-Day. Less elegant and more profane than 'The Great Escape,' the film delivers some memorable set-pieces; the best being Jim Brown's iconic sprint while dropping hand-grenades down widely spaced ventilator shafts.

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    37. 'Guess Who's Coming to Dinner' (1967)

    Forty years ago, this story about an interracial couple (Sidney Poitier and Katharine Houghton) springing their marriage plans on the girl's unsuspecting parents (Katharine Hepburn and Spencer Tracy) was risky and weighty. Time and progress have blunted the dramatic thrust, but there is still much to enjoy in Tracy's last movie role and Hepburn's Oscar-winning performance as a mother who's amenable to the idea.

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    36. 'Tom Jones' (1963)

    Albert Finney IS the titular hero in this film version of Henry Fielding's novel, which won Oscars for Best Picture and Director (Tony Richardson). In the wonderfully episodic epic, we follow Tom(cat) as he cuts a wide swath through 18th-century England with his various amours and bawdy misadventures. The film also marks the movie debut of Lynn Redgrave.

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    35. 'The Jungle Book' (1967)

    The animated Disney tale of a boy, Mowgli, raised by wolves, who befriends Baloo, an easygoing bear (voiced by Phil Harris), was inspired by Rudyard Kipling's story. Together they embark on a series of adventures cued by various classic songs: 'The Bare Necessities,' 'I Wanna Be Like You,' 'Trust in Me,' etc. Along with Harris, the great voice cast includes Sebastian Cabot, Louis Prima, George Sanders and Sterling Holloway.

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    34. 'The Great Escape' (1963)

    Top-heavy with an international cast of marquee names, 'Escape' was a big studio, high-concept movie that mixed action, humor and suspense as deftly as a Churchillian wartime speech. Best scene: Hotly pursued by the Germans, Steve McQueen pulls off the most famous wheelie in movie history by jumping his motorcycle over a barricade before wiping out in a mess of barbwire a few scant feet from the Swiss border and freedom.

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    33. 'A Raisin in the Sun' (1961)

    Trials and tribulations abound for an African-American family (headed by Sidney Poitier and Ruby Dee) who move into a predominantly white Chicago neighborhood. The title comes from the opening lines of Langston Hughes' poem 'Harlem': "What happens to a dream deferred?/Does it dry up/like a raisin in the sun?" In this triumph over adversity, the family's "dream" of living a desegregated existence ultimately wins out.

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    32. 'Midnight Cowboy' (1969)

    The first (and to date, only) X-rated movie ever to win a Best Picture Oscar, 'Cowboy' is a mesmerizing character study of life on the margins in NYC for a hayseed aspiring stud (Jon Voight) and his sad-sack street-hustler friend, Ratso Rizzo (Dustin Hoffman). Glen Campbell ballads resonate, and John Schlesinger earned a Best Director award. But it's Hoffman's heartbreaking turn as the gimpy Rizzo that haunts long after the movie's over.

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