By David Mumpower

10. How to Deal Fresh off her victory over Britney Spears in the battle of the wannabe actress slash musician Celebrity Deathmatch, Mandy Moore returns to theaters in this teen comedy. She showed a surprisingly deft touch in A Walk to Remember, which is why she has four films in the queue while Britney sits in the corner of some secluded yet trendy club, spending her nights pining over Justin Timberlake. But I digress. Teen comedies have a shady track record to the point that in the last four years, anything that didn't have America Pie in the title was effectively DOA. Moore's popularity in the teen sector gives this one a chance but only a slim one. After all, the last film that bridged the gap between teen comedy and drama, the exceptional crazy/beautiful, starred an even more popular young star in Kirsten Dunst but she still couldn’t bring it to a better fate.

9. Sinbad: Legend of the Seven Seas Having seen Sinbad, all I can say in describing the box office potential is that for the life of me, I have no idea who is supposed to want to see this movie. It's too intense for small children, it's too slow for older children, it's too dull for adults and it's too tradigital to receive any level from the animation crowd. Sinbad is not a bad film by any stretch, but it is a movie without any true target audience.

8. Seabiscuit Seabiscuit is a horseracing drama. Nothing screams insane box office numbers like a horseracing drama. You get all the thrills of short men in odd pants carrying whips but with none of the normal pornographic connotations. The big appeal here is Spider-Man, with Tobey Maguire trying to prove that he is something of a box office draw rather than a very lucky man in a form-fitting suit. The novel on which Seabiscuit is based proved to be a best seller, and the early buzz on the film is quite positive, with early season awards recognition candidacy frequently mentioned. It should have solid legs but on the whole, the movie's box office propositions are largely mediocre.

7. Spy Kids 3-D: Game Over Spy Kids 3-D: Game Over is a very clever twist on the genre from creator and director Robert Rodriguez. Recognizing that the franchise needed something fresh, he has decided to move into the realm of videogames and thereby extended the life of the series by at least one more film. With three releases in three years, Spy Kids is past the point of over-exposure, but the promise of sweet graphics and the ability to explore every kid's fantasy, being inside a videogame, should be enough to make this one a solid hit. It will also prove once again what a savvy producer Rodriguez is, as he has managed to do a visually stimulating movie on a paltry $39 million budget. The financial conservatism he demonstrates is what makes him unique in Hollywood. He's one of the most underrated talents in the industry today.

6. The League of Extraordinary Gentlemen The League of Extraordinary Gentlemen might exceed my expectations. After all, it is a comic book film and even the worst one of those this year, Daredevil, still opened to $45 million. The flip side of this argument is that The Hulk's unexpected wipeout shows that people might be getting tired of the genre. A lesser product with much lower built-in recognition such as The League (memo to 20th Century Fox: make up your damned minds on the title next time) strikes me as standing on dangerous ground. Even if the commercials weren't giving off that tremendous Avengers vibe and Sean Connery's issues with the director hadn't created famously bad buzz, I would be down on this project. It just seems too quirky and while I freely acknowledge that's why it has such subversive credibility, I just don't see most North American audiences looking for intellectual stimulation from a comic book movie. The League of Extraordinary Gentlemen is simply too weird to do well. If it completely bombs, I won't be the least bit surprised.

5. Legally Blonde: Red, White & Blonde Legally Blonde 2: Red, White & Blonde is one of the worst subtitles in the history of film. Now that I've stated the obvious, I will admit that I enjoyed the first film a great deal. To my chagrin, the trailers for part two look pedestrian at best if not flat out insipid. It's my hope that this is a film which can't be properly reduced to clever sound bites. But it's my fear that a sequel was rushed in order to capitalize on a surprise hit with little to no attention given to putting some new ideas in there. I expect the sequel to do very well opening weekend ($45 million in five days), but I also think that most of the demand will be met up front. I am not even certain it will wind up equaling the $95 million of the original but with a frugal budget of $25 million, MGM will be feeling no pain on this title.

4. Lara Croft: Tomb Raider: Cradle of Life Lara Croft: Tomb Raider: Cradle of Life: Sequel to Mediocre Original Film: Producers Must Be Sweating After Charlie's Angels: Full Throttle Opening: Angelina Jolie Is Still Hot So I Will Still Go See It: And I Bet You Guys Are Right There With Me: It Seems Like Little More Than a Cheap Excuse To Sell Jeeps: This Whole Gag Isn't Very Funny: Is It?

3. Pirates of the Caribbean: The Curse of the Black Pearl Pirates of the Caribbean doesn't have anything resembling traditional star power with the charming Johnny Depp and Geoffrey Rush being the only recognizable names (settle down, Orlando Bloom fans...most people think that's Luke Perry in the trailer and with just cause). What it does have is skeleton pirates and the Disney marketing machine backing it as their tentpole film (Nemo being Pixar, who is as much an enemy of Disney as a friend). While sea adventure doesn't always spell big box office (poor Geena Davis is still in therapy over what playing a pirate did to her career), this one has that special OOMPH that signifies a blockbuster movie.

2. Bad Boys II Bad Boys was a movie with an unknown cast and an unknown director making his studio feature debut. Much has changed since then with both stars, Martin Lawrence and Will Smith, already going through phases of huge openings and spectacular bombs. For his part, though, director Michael Bay has made four films and all of them have been blockbusters. The son of John Frankenheimer has shown that bloodlines matter in Hollywood even if the the parent and child have nothing to do with one another. His track record of Armageddon and Pearl Harbor offers an excellent insight into what we should expect from a film with this sort of star power. It will make a ton of money and despite that, many will still argue that its performance is lacking relative to expectations. There's just no pleasing some people, but even the harshest critics of Bay can't refute that his films make money (albeit on massive budgets) and that Bad Boys II is going to be a box office monolith.

1. Terminator 3: Rise of the Machines Terminator 3: Rise of the Machines isn't the slam dunk that most people seem to consider it to be. The month of July sees several other strong contenders, any of which could turn out to be quality films which generate tremendous word-of-mouth. That's what is impossible for us to factor into an early forecast, and in this day and age of ultra-front loading, a few extra dollars at the end of a movie's run can be the difference in where it winds up. In the case of T3, it's going to make a ton of money opening weekend. There is simply no disputing that. The question then becomes how much business it will do after the early adopters have swarmed theaters this weekend. It's my expectation that the Terminator name alone is good enough to keep the film performing long enough to secure first place despite the fact that I have concerns about the word-of-mouth.