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A night at the Oscars

Best Picture

and the nominees are:

Michael Mann and Graham King for "The Aviator"

Richard N. Gladstein and Nellie Bellflower for "Finding Neverland"

Clint Eastwood, Albert S. Ruddy and Tom Rosenburg for "Million Dollar Baby"

Taylor Hackford, Stuart Benjamin and Howard Baldwin for "Ray"

Michael London for "Sideways"

Who should win: "Sideways." How do you classify this film? Is it a buddy comedy? Is it a romantic comedy? Is it a funny drama about depression and midlife crisis?

Yes, yes and yes. This is a movie that doesn't fit into a particular genre, which is what makes it truly special.

No duo in any film this year was more true-to-life than Miles and Jack, buddies who don't have much in common and might not even like each other. And the women in the film could not have been more interesting. This was a film about four vibrant personalities and their true-to-life experience over a week spent together. There's not one dull moment or any scene that doesn't spark some kind of emotion in the audience.

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It's hard to think any movie this year could have been better than "Million Dollar Baby," but "Sideways" simply was.

Who shouldn't win: "Finding Neverland." This is the kind of movie parents bore their kids with. In it, we learn the motivations behind the children's classic Peter Pan - it's like "Shakespeare in Love" without the wit or hot sex. The movie is only memorable for two things - its lousy cop-out ending and its creepy king-of-pop undertones. A complete waste of a nomination, considering what was shut out.

Who got snubbed: "Eternal Sunshine of the Spotless Mind." That it missed out on a nomination here is a travesty considering Kate Winslet's nomination shows academy nominators actually saw the flick. A post-modern masterpiece about a subject - the significance of heartbreak - accessible to us all, "Eternal Sunshine" challenged and rewarded the audience like no other film this year. Movies this inspired should be exactly what the Oscars are all about, but several nominations in the top categories show the awards show is still hopelessly clueless about what qualifies as great cinema.

Best Director

and the nominees are:

Martin Scorsese for "The Aviator"

Clint Eastwood for "Million Dollar Baby"

Taylor Hackford for "Ray"

Alexander Payne for "Sideways"

Mike Leigh for "Vera Drake"

Who should win: Clint Eastwood. What this man has accomplished the last two years, with "Mystic River" and "Million Dollar Baby," should give us all hope for our twilight years. Eastwood's subtle direction couldn't be more suited to this touching tale of perseverance and unconditional love. His camera moves smoothly over the dingy sets and gives everything around the characters its own sort of life.

He wrote the score, which plays finely over every scene, and he even pulls the performance of a career from the lead actor - himself. He's left indelible fingerprints all over his film, which feels more like classic artwork than a movie.

Who shouldn't win: Martin Scorsese. The mastermind behind some true American classics, Marty can still make bad films. See "Bringing out the Dead," for example. "The Aviator" is another misfire. Impersonal and ceaselessly uninteresting, the film is like an extended conversation with a boring stranger on an airplane - "Well, first I did this, and then I did this..." As people all over the country sat through this movie, their watches were getting more eye time than the movie screen.

What's worse is he's probably going to win for this film, when he should have one for any of four or five of his past masterpieces.

Who got snubbed: Sam Raimi for "Spider-Man 2." Quentin Tarantino for "Kill Bill Vol. 2" and Michel Gondry for "Eternal Sunshine of the Spotless Mind" could be incensed by their absence here, but no director stepped up and knocked it out like Raimi with his "Spider-Man" sequel. A rare film that is emotionally and viscerally satisfying, "Spider-Man 2" left no fan disappointed.

It was a monumental improvement on its predecessor, and, as Roger Ebert kept harping, "the greatest superhero movie ever made." Raimi juggled drama and action like no other director this year, and few ever.

Best Actress

and the nominees are:

Annette Bening for "Being Julia"

Catalina Sandino Moreno for "Maria Full of Grace"

Imelda Staunton for "Vera Drake"

Hilary Swank for "Million Dollar Baby"

Kate Winslet for "Eternal Sunshine of the Spotless Mind"

Who should win: Hilary Swank. Swank gave the best performance in any category this year. From her opening scene, she completely transforms into the eager boxer Maggie Fitzgerald. Watching the film, it's utterly impossible to imagine another actress in the role. She has moments of anger and humility, of happiness and ultimate sadness, and every one is an absolute knockout. She was the best thing about a wonderful film and should prove simply too good to be denied Oscar gold.

Who shouldn't win: Each performance in the category is strong. Catalina Sandino Moreno could have been shut out simply because the film didn't feel important enough to warrant a nomination.

Who got snubbed: Uma Thurman for "Kill Bill Vol. 2" deserves her due for shining in a role that will go down in film history as truly classic. The Bride, hell-bent on revenge but ultimately changed by her journey's end, was the perfect part for a fantastic actress who will undoubtedly die an Oscar winner. It's too bad it couldn't be for this once-in-a-lifetime role.

Best Actor

and the nominees are:

Don Cheadle for "Hotel Rwanda"

Johnny Depp for "Finding Neverland"

Leonardo DiCaprio for "The Aviator"

Clint Eastwood for "Million Dollar Baby"

Jamie Foxx for "Ray"

Who should win: Don Cheadle. There's a scene in "Hotel Rwanda" when Cheadle's hotel manager, Paul, calls the hotel's owner to tell him soldiers are storming their front door, and the staff and guests are all about to be executed. He's basically saying he won't survive the next 10 minutes, and Cheadle nails the scene with the perfect pitch of resignation, not so much sadness or fear.

He's flawless as the quiet, dignified hero who made heartrending choices for the sake of doing what he knew was most important. Paul swallows back his inevitable breakdown until he finally gets a moment to himself. It's a testament to Cheadle's brilliance that we sense, but never see, his character's imminent collapse throughout the film.

Who shouldn't win: Johnny Depp. He could have won last year for playing Captain Jack Sparrow. This nomination feels like a waste. He has no shot against the four other exceedingly worthy nominees. His performance was quiet and understated and completely forgettable, just like the film.

Who got snubbed: Jim Carrey for "Eternal Sunshine of the Spotless Mind and Paul Giamatti for "Sideways." Does the academy hate shy, sensitive guys as much as college girls do?

Both actors - Carrey against type, Giamatti completely within his element - give performances that perfectly translate the sadness and awkwardness of their characters.

Carrey is the strongest he's ever been in the best movie of his career. Giamatti's snubbing is downright disgraceful, given the nominations for his costars Madsen and Thomas Hayden Church.

Best supporting actress

and the nominees are:

Cate Blanchett for "The Aviator"

Laura Linney for "Kinsey"

Virginia Madsen for "Sideways"

Sophie Okonedo for "Hotel Rwanda"

Natalie Portman for "Closer"

Who should win: Virginia Madsen. That sweet, sexy answering machine message at the end of the film seals this pick. Madsen takes the role of a sad underachiever waitress and makes it all her own. Her character has a dimension that you feel more than see, and as Paul Giamatti's Miles is falling in love with her, we're right along with him.

It could have been unbelievable to watch this golden-haired babe develop a crush on saggy Miles, but there's never a moment of insincerity in the touching scenes between the two.

Who shouldn't win: Cate Blanchett. While her scenes with Leonardo DiCaprio are some of the few in "The Aviator" that actually entertain, Blanchett's performance feels more like an impersonation of Katharine Hepburn than an interpretation. She is solid in the role to be sure but ultimately, not very interesting.

Who got snubbed: Darryl Hannah for "Kill Bill Vol. 2." Who saw this performance coming? Scary and riveting as the assassin Elle Driver, Hannah dominates her scenes, wielding encyclopedic snake knowledge and a samurai sword with equal dexterity.

The trailer fight with Uma was one of the great scenes in any movie this year, and its shocking conclusion leaves Elle writhing and screaming, cemented in our memories.

Best supporting actor

and the nominees are:

Alan Alda for "The Aviator"

Thomas Haden Church for "Sideways"

Jamie Foxx for "Collateral"

Morgan Freeman for "Million Dollar Baby"

Clive Owen for "Closer"

Who should win: Morgan Freeman. Please, for the love of God, Morgan, don't take another call from Ashley Judd or her agent. Freeman is perfect as Scrap, a worn-down boxer who occupies a hole of a room in a hole of a gym. His touch is light and seems effortless. It's a gentle performance, nonetheless, full of suppressed emotion.

We're used to these gems from Freeman, when he's not helping Judd track serial killers in crappy James Patterson adaptations. He was just as strong in "Unforgiven" and "The Shawshank Redemption," and it's time he was finally acknowledged with an Oscar.

Who shouldn't win: Alan Alda. One of the great television talents of all time was just fine as a crooked senator bent on taking down Howard Hughes. But his screen time was minimal, and it feels like any actor with experience and minimal talent could have done just as well in the role.

Who got snubbed: David Carradine. What a voice the former "Kung Fu" star wields in the climax of the Kill Bill saga. He's both soothing and terrifying at the same time, and he's more perfectly suited to Quentin Tarantino's extended dialogues than any actor the director has helmed yet. No performer this year - excepting Hillary Swank in "Million Dollar Baby" - fit a role more perfectly than Carradine as the elusive Bill.

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