The 2003 count of 1.52 billion tickets sold in North America was down from 1.60 billion in 2002, according to industry analyst Paul Dergarabedian.

Although the cost of going to the multiplex is slightly higher — up to $10.25 in Manhattan — 2003 gross revenues dipped half a percentage point, from $9.317 billion to $9.275 billion. It was the first time there's been a downtick since 1991.

The upside for the industry is that an unprecedented 25 films grossed more than $100 million in 2003, compared with 24 in 2002. If a movie makes $100 million, "it means the studio marketing departments have done their jobs," said Dergarabedian.

It takes great word-of-mouth, he said, to make a hit the size of "Finding Nemo" ($339.7 million) or the sleeper "My Big Fat Greek Wedding," which took in $222.5 million in 2002.

With the exception of the ninth-rated "Bad Boys II," a pure action flick, all the films in the top 10 are fantasies or action-fantasies with an emphasis on omnipotence ("Bruce Almighty") and potency ("X2: X-Men United") or both ("The Matrix Reloaded" and "Terminator 3: Rise of the Machines").

Although many sequels are on the top-10 list, only "The Lord of the Rings: The Return of the King" is expected to outperform "Finding Nemo." In less than two weeks, "ROTK" has grossed $222.3 million in North America, and most observers predict it will easily make $1 billion worldwide. The big question is whether it will break "Titanic's" global gross of $1.8 billion.