10. Star Wars: Rogue Squadron

While GameCube’s Star Wars: Rogue Leader: Rogue Squadron 2 is a fan favorite, the original game for N64 is no sleeping Wookie. This galaxy far, far away dream come true followed the adventures of Luke Skywalker as he piloted his way through 15 missions in familiar and new locations like Tatooine, Corellia, Mon Calamari, and the Hoth-like Fest that was filled with AT-AT walkers to topple with your Snowspeeder’s tow cable. Wait a minute… no Hoth? Don’t worry, the iconic battle from The Empire Strikes back, alongside Beggar’s Canyon and The Death Star Trench Run, were unlockable secrets that made the game that much more exciting, pushing you to achieve all those tricky medals. Fun fact: Rogue Squadron was released shortly before Star Wars: Episode I – The Phantom Menace, and Lucasfilm gave the team the design for the Naboo Starfighter to use in game, but it had to stay secret for six months after launch to coincide with the movie’s release. - Adam Bankhurst

9. Wave Race

Nintendo’s third game for the Nintendo 64 after Super Mario 64 and Pilotwings 64 so perfectly nailed an underrepresented racing genre, it’s honestly tough to play a more recent PWC/jet-ski racer and not feel that something’s missing. That “something” is the way the watercraft control, the way the everchanging waves and ocean currents impact the handling, and, of course, how each level changes with the tides. The dynamic weather and water conditions range from subtle, such as fog obscuring your vision and eventually burning off, to dramatic, where entire portions of a track are altered. Unlike the aforementioned Mario 64 and Pilotwings, Wave Race 64 does not ease players into their fight against the elements. But the high difficulty curve eventually gives way to being one with the controls and pulling off the most impressive stunts and even diving nose-first into the waves to bypass obstacles. Also, you get to ride a dolphin. That’s as good as it gets right there. - Peer Schneider

8. Super Smash Bros.

No one knew what to make of Super Smash Bros. when it was first released in 1999. In typical Nintendo fashion, Smash Bros. was unlike any fighter that had come before it. Instead of a life bar, characters would have their damage go up until they were knocked off the screen. There were all kinds of wild items like beam swords and invincibility stars. It was no wonder that so much of the contemporary coverage seemed bemused by it. What people didn't realize was that Smash Bros. was laying down a formula that would endure for more than 20 years, making it one of Nintendo's most popular series. While comparatively simpler than its successors, the original Super Smash Bros. still stands as one of the N64's most entertaining party games, replete with ridiculous moments and numerous nods to Nintendo history. Even today, Pikachu's plaintive "Pika Pikaaaaaaaaa" while flying into the distance draws a laugh. Dated as it is in some ways, the original Super Smash Bros. is still a delight. - Kat Bailey

7. Paper Mario

In a post-Super Mario 64 world, it was a bold move of Nintendo to change up Mario’s art style and gameplay so drastically, yet it’s hard to overstate just how adorable it was (and still is!) seeing all of Mushroom Kingdom’s residents in paper form. It also built upon the excellent turn-based RPG foundation that originated in SNES’ Super Mario RPG: Legend of the Seven Stars and continued to allow us to team up with charming and interesting characters. In another twist to the formula, N64’s Paper Mario also allowed us to play as Princess Peach at multiple points in the game and let us learn more about Bowser’s evil plan and even bake a delicious-looking Strawberry Cake to bribe a Shy Guy. To this day, Paper Mario is an incredibly unique and special experience. - Adam Bankhurst

6. Star Fox 64

Star Fox 64 is one of the N64's defining games. It's not just the pinnacle of the series; it’s also arguably one of the best shoot 'em ups ever made. Star Fox has tried ever since to capture just what made Star Fox 64 so special, but it's doubtful that it will ever be able to recreate the raw spectacle that was Star Fox 64 in 1997. A showcase game for the N64, Star Fox 64 was a technological pioneer for Nintendo, being among the first console games to feature fully-voiced dialogue and rumble feedback. But what makes Star Fox 64 truly timeless is its design. The Lylat System is a playground, which invites you to undertake multiple rapidfire playthroughs in order to plumb all of its secrets. Easy To pick up, Star Fox 64 can become brutally challenging on Expert, which makes earning Fox's iconic shades all the more satisfying. Today it's mostly remembered as a meme generator thanks to quotes like "Do a barrel roll," but Star Fox 64 might hold up better than any game in the N64's library. It's a true classic. - Kat Bailey

5. Perfect Dark

As great as Goldeneye 007 was, Rare managed to top it in every way with Perfect Dark three years later. When Perfect Dark arrived on N64 in 2000, it was the best first-person shooter a console had ever seen -- as close to perfect as was probably possible on Nintendo’s aging 64-bit system. Dozens of exciting weapons were at players’ disposal, including several inventive guns like the FarSight XR-20, an x-ray railgun. The highly tweakable Combat Simulator provided the pinnacle of split-screen gaming at the turn of the century. Get four friends together, throw in a few of the various bots that each had their own playstyles, and that was many, many nights of gaming sorted. Perfect Dark is a slower-paced shooter than most modern entries in the genre, but it remains fun and very playable today. A clever approach to difficulty in the single-player campaign ADDED mission objectives when you played on higher levels -- a much more thoughtful way to manage difficulty than simply increasing enemy health and damage. Because of its popular movie tie-in, Goldeneye raked in much more gold. But Perfect Dark nearly perfected what Goldeneye started. - Daemon Hatfield

4. Banjo-Kazooie

To truly understand the importance of Banjo-Kazooie, all you have to do is look at the thrilled reception to the addition of the weird yet charming bear/bird combo to Super Smash Bros. Ultimate’s hallowed roster, over 20 years after its initial release. Why? Banjo-Kazooie has withstood the test of time as both a character duo and a game. Following the game-changing release of Super Mario 64, Rare took what was so special about that game and built upon it to create a timeless and hilarious adventure with an unlikely crew. From meeting and fighting memorable characters like Gruntilda and Mumbo Jumbo to searching far and wide for the iconic golden puzzle pieces called Jiggies to discovering and saving hidden Jinjos that were placed around each level, there was always a reason to smile while playing Banjo and Kazooie. Actually, there was always a reason to smile, period, as who can forget the adorable animations that were Banjo-Kazooie’s save files, where the duo would sleep, cook, and even play a Game Boy. - Adam Bankhurst

3. The Legend of Zelda: Majora's Mask

Though built in the same engine as The Legend of Zelda: Ocarina of Time, Majora’s Mask introduced a whole new realm of notable set pieces, quirky characters, and unforgettable gameplay mechanics in the form of the famous three-day time-loop and two-dozen transformative masks. Mature themes abounded in every heart-wrenching side-story, which may have overshadowed the core storyline of the upcoming end of the world if not for the massive, threatening moon overhead. The looming sense of doom instilled a sense of urgency and importance to every task, and since only so much could be accomplished in three days, it left players with a dilemma of who to help - even if it would all be for naught if the falling moon could not be stopped before the timer ran out. It all sounds quite gloomy, but the grand sense of adventure and clever puzzles expected in a Zelda game are in-tact, and Majora’s adds the thrill of finding new masks with new abilities, making Majora’s Mask perfectly fun and rewarding. Where Ocarina of Time is undeniably a classic masterpiece, Majora’s Mask adds a little spooky spice that makes it unique, memorable, and something truly special in its own right. - Casey DeFreitas

2. Super Mario 64

Prior to 1996, the thought of Mario as anything but a side scrolling platformer was out of the question. After all, it was an established formula that had worked for Nintendo since the inception of their first console. But as hardware evolved, the games needed to as well, and the jump from 2D to 3D was never more sleek than with Mario. A launch game for the system, Super Mario 64 is still regarded as one of the greats for 3D world design and character movement, which is insane to think about when the game actually had a lot going against it! Not only was Mario already cemented as one of the greats of the 2D side scrolling genre, Super Mario 64 also had a slew of tweaks and changes that seem completely normal now, but were impossibly huge risks back in those days. For starters, it was Nintendo’s first Mario game that was only single-player, perfect for people who didn’t like to share.Power ups were completely revamped, made into various caps, and even the power star, which once made Mario invincible for a short time, was altered to become the very thing you collected instead. Yeah, this was a much different game. Despite everything, Super Mario 64 would go on to be one of Nintendo 64’s greatest games of all times, and still stands as a prime example of 3D platforming and world design done right. Even today, most people remember where all 120 stars are located and know exactly what you get for completing the task. They remember the three iconic Bowser boss stages, and you can still recall the feeling of being shot from a cannon with a wing cap on your head. It's familiar enough to feel like a Mario game, but different enough that it really felt like an evolution of the series. When it comes to 3D platformers on the Nintendo 64, it simply doesn’t get better than Super Mario 64. - Mark Medina

1. The Legend of Zelda: Ocarina of Time

When it first came out in 1998, The Legend of Zelda: Ocarina of Time seemed like a messenger from the future. Somehow, Nintendo’s prestigious EAD team led by Shigeru Miyamoto had not just created an engaging 3D evolution of the classic Link to the Past -- with its dual time zones and clever puzzle dungeons -- it effectively wrote the book on 3D adventure and exploration games. Ocarina of Time stunned players with an organic, fully-explorable world. A mountain in the distance wasn’t just a background texture (well, technically, it was). Players quickly learned that everything on the horizon was a place to discover and explore. You just had to figure out the means to get there. From the innovative camera lock-on system, the timeless 3D sword combat system, using rumble feedback to discover secrets, horseback riding, 3D traversal and puzzle solving with iron boots, hookshots, boomerangs, slingshots, and bows, to using the Lens of Truth to see through illusions, Ocarina of Time constantly challenged us, surprised us, and added layer upon layer of a world we thought we had already explored. The trails it blazed are still seen in open-world games today -- everytime you shoot at a ladder to make it fall or whistle for your horse -- but twenty years later, it’s also still as playable and enjoyable as ever. And that is why Ocarina of Time remains our top pick for best Nintendo 64 game of all time. - Peer Schneider