It was a lackluster year at the movies in 2001. There were a few standouts, but try making a top 10 list.

So, what does 2002 have in store for us? Sequels, sequels, sequels.

In December, the second "Lord of the Rings" installment, "The Two Towers," arrives, and that's a good thing.

But before that, we get the most anticipated sequel of the year.

The question is, will "Star Wars: Episode II — Attack of the Clones" resurrect George Lucas' reputation? And will people ever stop making "send in the clones" jokes?

"Clones" bows on May 16. It's a guaranteed blockbuster, but if the preview trailers are any indication, it'll disappoint the fans almost as much as Jar Jar Binks did. The fight scenes and special effects may be cool, but under Lucas' direction, even the best actors turn into wood.

On March 29, Wesley Snipes returns in "Blade 2." This time, Blade (Snipes) joins forces with his vampire foes to take on creatures that prey on both humans and vampires.

Guillermo del Toro directs from a script by David S. Goyer (co-writer of the "JSA" comic book).

Fresh from playing Muhammad Ali, Will Smith returns to defending the Earth from the scum of the universe.

Agents J and K (Smith and Tommy Lee Jones) take on a sexy extraterrestrial (Famke Janssen) in "Men in Black 2," opening on July 3.

The first "Men in Black" was fun, if a bit overrated. Director Barry Sonnenfeld promises to make everything bigger this time. Just so as he makes everything funnier, too.

Ready or not, on April 19 we get The Rock (a.k.a. Dwayne Johnson) in "The Scorpion King," a cut-rate prequel to "The Mummy Returns."

But not every movie this year is a sequel. On May 3, "Spider-Man" swings into theaters.

Toby Mcguire stars as Peter Parker, who, bitten by a radioactive spider, becomes the wall-crawling hero. Kirsten Dunst co-stars as Peter's girlfriend, and Willem Dafoe plays his archenemy, the Green Goblin. Cult favorite director Sam Raimi ("Evil Dead") is behind the wheel.

In August, M. Night Shyamalan follows up "The Sixth Sense" and "Unbreakable" with another moody thriller, "Signs," starring Mel Gibson.

Opening on June 14, "Scooby Doo" will give "Josie and the Pussycats" a run for the title of Worst Live-Action Movie Based on a Cartoon.

Steven Spielberg and Tom Cruise both stay in science fiction mode with "Minority Report" (June 28), based on a story by Philip K. Dick.

In the future, criminals can be identified and arrested before they commit a crime, and Cruise finds himself on the run for a crime he hasn't committed yet.

In August, DreamWorks will release "The Ring," based on the acclaimed Japanese movie of the same name.

Naomi Watts, who gave an Oscar-worthy performance in "Mulholland Drive," stars in this thriller about a videotape that dooms anyone who watches it to death within a week.

In the next month, look for "Brotherhood of the Wolf," from director Christophe Gans and starring Mark Dacascos ("The Crow: Stairway to Heaven") and Monica Bellucci ("Malena").

Set in 18th Century France, "Brotherhood" follows a scientist and his Iroquois blood brother as they track a beast ravaging the countryside.

Meanwhile, director Chen Kaige ("The Emperor and the Assassin") delivers the thriller "Killing Me Softly," starring Heather Graham and Joseph Fiennes.