Up in the Air is beautifully and cleanly shot by cinematographer Eric Steelberg. It marks, by far, the best turn yet from director Jason Reitman; sharp and clever and clear, it's a distinct improvement from his previous films, Thank You for Smoking and Juno. It features two of the year's best performances--props, George Clooney and Anna Kendrick--and an impressive slew of other performances from Vera Farmiga, Jason Bateman, Melanie Lynskey, and Danny McBride. J.K. Simmons, Sam Elliott, and Zach Galifianakis show up, too, and if that's not enough, it also features a cameo by Young MC. (If that last bit doesn't push the film to the top of your must-see list, then you are not someone I'd like to know.) Thanks to all the things listed above, Up in the Air is one of the better films you'll see this year. Thanks to a script--by Reitman and Sheldon Turner, loosely based on Walter Kirn's novel--that grows progressively less engaging, it's also a film that isn't as good as it should be. by Erik Henriksen