Movies Gallery Oscars: Get to Know the Nominees Why'd Brad Pitt do ''Moneyball''? What's Octavia Spencer's dialect in ''The Help''? Details on 25 contenders -- and what they're doing next By EW Staff Published on February 22, 2012 10:00PM EST Close 01 of 25 BEST ACTOR Brad Pitt in Moneyball Melinda Sue Gordon/Sony Pictures Age 48Role Real-life ?Oakland A's general manager Billy Beane, ?who revolutionized the way ?players are scouted.Oscar History Pitt, who's ?a nominated producer ?of Moneyball, scored a Best Actor nod for 2008's The Curious Case of Benjamin Button and was nominated for Supporting Actor? for 1995's 12 Monkeys.?History Lesson For inspiration, Pitt and director Bennett Miller looked to a time when filmmakers were as suspicious of the established rules ?as Beane is. ''I love this character because it's reminiscent to me of '70s films,'' says Pitt. ''Looking back at my favorites, it's All the President's Men, it's Dog Day Afternoon. In the late ?'80s and '90s, we got caught up in this idea that a character had to learn a lesson and be someone else in the end. If you look at the '70s films? I was weaned on, it's not [the character] that changed, ?it's the world around them — just sent it off its axis ?a few degrees. That's what I saw in Moneyball.''Diamonds Aren't His Best Friend ''I'm a big sports fan, but not necessarily baseball,'' Pitt admits. So why take this part? ''It was something about these guys questioning from ground zero ?the way we do things and tearing that apart and starting from scratch. ?And then going up against? a system that became quite antagonistic to that questioning. I'm a sucker for an underdog story.''Up Next Pitt stars in ?the zombie-apocalypse ?flick World War Z, which opens Dec. 21, and mobster drama Cogan's Trade, ?due at some point in 2012. —Rob Brunner 02 of 25 BEST ACTOR Jean Dujardin in The Artist Peter Iovino/Weinstein Company Age 39Role George ?Valentin, a suave but prideful silent-film star whose career is rocked by the advent of sound.Oscar History First nomination.The Language of Silence While Dujardin is almost completely silent throughout The Artist, the actor still had to speak his lines while being filmed. But since the film used title ?cards to relate the dialogue, it didn't matter what language he spoke. ''Sometimes I acted ?in English, sometimes ?in French,'' he says. ?''And sometimes I was just speaking complete gibberish.''La Cité des Anges Dujardin visited Los Angeles for the very first time to shoot The Artist. Though he was busy ?filming on the Warner Bros. studio lot, he fit ?in some sightseeing. ''It was my first time as an actor and as a tourist,'' says Dujardin. ''But after two weeks, you appropriate the city and it's great ?to just drive around. And turning right on red—?oh, how I loved that.''Actor Without Borders Dujardin is already ?a big-name star in his native France, but now that he's attained recognition across the Atlantic, is he tempted ?by the bright lights ?of Hollywood? Maybe. ?''I want to continue to work in France, to dig deeper into French cinema,'' he says, ''but? if there are good offers coming out of the States, then why not?''Up Next He'll play a spy in the French espionage thriller Möbius. —Keith Staskiewicz 03 of 25 BEST ACTOR George Clooney in The Descendants Merie Wallace/Fox Searchlight Age 50Role Matt King, the Hawaii dad who learns that his newly comatose wife (and mother of his two daughters) had been cheating on him.Oscar History Clooney, who shares an Adapted Screenplay nod this year for The Ides of March, won the Best Supporting Actor prize for 2005's Syriana. He's received two previous Best Actor nominations, for 2007's Michael Clayton and 2009's Up in the Air, ?as well as Director ?and Original Screenplay nods for 2005's Good Night, and Good Luck.Second Time's the Charm The Descendants wasn't the first Alexander Payne film in which Clooney hoped to participate. ''Alexander just hasn't made a bad film,'' he says. ''And he wasn't smart enough to see how good I would have been for Sideways.''? (Though Clooney expressed interest in starring in that 2004 comedy, Payne cast Thomas Haden Church, who ended up scoring? an Oscar nod himself.)Running Time In one of The Descendants' most memorable scenes, ? Clooney awkwardly ?(and socklessly) sprints around his neighborhood in boat shoes. ''I'm a jock, I play basketball, so running like a goose down the street really screwed with my masculinity,''? he admits. ''I did a Q&A and some guy goes, 'Do you really run like that?' I was so offended!''Up Next He costars ?with Sandra Bullock in Children of Men director ?Alfonso Cuarón's space-travel thriller Gravity, due Nov. 21. ? —Dave Karger 04 of 25 BEST ACTOR Gary Oldman in Tinker, Tailor, Soldier, Spy Jack English/Focus Features Age 53Role George Smiley, the brilliant MI6 spymaster created by author John le Carré.Oscar History First nomination. Can you believe it?Spy vs. Spy Tinker may take place in the world ?of British espionage, but ?Oldman says his character has little in common with the U.K.'s best-known secret agent. ''This is far removed from the world of James Bond—it's closer to the ?old Harry Palmer movies with Michael Caine—and ?I think that's what's so refreshing about the drama. Because we set it in the [1970s], it can't rely on ?gizmos and gadgets. It's? real old-school spying: ?reel-to-reel tape recorders and bugs in chandeliers.''Director's Cut Oldman says he was surprised to learn? he was director Tomas Alfredson's first choice to play Smiley. ''It was an almost supernatural event because nowadays you are always one of five actors? on the list. But he was really just dead keen on me,'' recalls the actor. And after a meeting over breakfast ?in L.A., Oldman decided the feeling was mutual. ''I liked his take on the material, ?and he's got a great sense of humor. I thought, 'You know what? I could spend 12 weeks with this guy.' ''Up Next After heading back to Gotham as Commissioner Gordon ?in The Dark Knight Rises ?(July 20), Oldman will ?star opposite Shia LaBeouf ?and Tom Hardy in the Prohibition-era drama The Wettest County (Aug. 31). —Adam Markovitz 05 of 25 BEST ACTOR Demián Bichir in A Better Life Merrick Morton/Summit Entertainment Age 48Role Carlos Galindo, a Mexican-born gardener living in L.A. ?and dealing with dual stresses: trying to keep ?his teenage son away from the local gang culture while avoiding possible deportation himself.Oscar History First nomination.Becoming Carlos ''We dyed my mustache black, and I had to tan a lot because I'm a lot whiter than the character,'' says Bichir, a major star in? his native Mexico who's ?best known in the U.S. ?for a recurring role on Showtime's Weeds. ''Even when we weren't shooting, I was dressing as? a gardener. Because you don't want to separate yourself from the character, not even for a second.''? His altered appearance? as Carlos had a bonus personal side effect: ''My girlfriend, she's the one that enjoyed it more than anybody else,'' he laughs. ''It was like having many different boyfriends.''Movin' On Up For one of the film's most memorable scenes, Bichir scaled a ? tall palm tree without the ?aid of machinery. ''In any group of gardeners, there's one guy who does that,'' he says. ''He has to be the most fit, he has to be fearless, and he has to believe in God. Because you're really risking your life.''Up Next He plays the attorney for Salma Hayek's cartel in Oliver Stone's drug drama Savages (Sept. 28). —Dave Karger 06 of 25 BEST ACTRESS Michelle Williams in My Week With Marilyn Laurence Cendrowicz/Weinstein Company Age 31Role Marilyn Monroe, ?as she shoots a movie in London in 1956.Oscar History She was nominated for Best Supporting Actress for 2005's Brokeback Mountain and Best Actress for last year's Blue Valentine.Power Player ''Our image of Marilyn Monroe was what she wanted us to see,'' says Williams, who spent months prepping to play the 1950s screen icon. ''She'd be invisible in a crowd and then say, 'Hey, watch this,' and she could turn it on, a kind of internal mechanism that she ?lit and nobody could take their eyes off her. But it was something she studied.''Fandom Across Generations Williams, who as a teen decorated her bedroom walls with pictures of the troubled star, has already introduced ?the legend's work to Matilda, her 6-year-old daughter. ?''As a teenager, I didn't relate to Marilyn as an actress. I just related to her as a photograph. I didn't see a single one of her movies growing up. But my daughter has now seen every movie that [Monroe] ever ?made because we had them ?on in our house so often.''Up Next Williams costars with Seth Rogen in Sarah Polley's second feature, Take This Waltz (June 29), then teams up with Mila Kunis and James Franco in Sam Raimi's Oz: The Great and Powerful, due in theaters March 2013. —Sara Vilkomerson 07 of 25 BEST ACTRESS Rooney Mara in The Girl With the Dragon Tattoo Merrick Morton/Sony Pictures Age 26Role Enigmatic, leather-clad investigator Lisbeth Salander.Oscar History First nomination.Salander's Psyche Surprisingly, Mara never envisioned Lisbeth as especially irate. ''A lot of people describe her as this very angry person. ?I never saw it that way. She has this ability to be incredibly violent and she has a ?lot of anger and rage, but it's not something she puts out to the world all the time. She's afraid of that part of her, so she struggles to keep it inside of her. Every once in a while someone does something and it comes out. She can't control it. I think that's much more interesting than someone who's just sort of walking around angry all the time.''On a Role Since buzz started building for her Dragon Tattoo performance, Mara has been getting a lot of scripts—some intriguing, some a little... familiar. ''They're all across the board,'' she says. ''I definitely got sent a script for a girl who was meant to be a hacker, but luckily there aren't that many of those out there. I haven't been offered a romantic comedy yet...'' Would she like to be? ''Maybe a dark comedy,'' she says with a laugh.Up Next Mara will likely star alongside Ryan Gosling in Terrence Malick's Lawless, which is set to start filming this fall. She's also committed to return as Lisbeth in two sequels. —Rob Brunner 08 of 25 BEST ACTRESS Viola Davis in The Help Dale Robinette/DreamWorks Pictures Age 46Role Aibileen Clark, a domestic in 1960s Mississippi.Oscar History She was nominated for Best ?Supporting Actress for 2008's Doubt.Seeking Help ''I read ?the book and said, ?'I need to get the rights,' ''? says Davis of Kathryn Stockett's best-selling novel, on which the movie is based. ''And frankly, I felt like if I could secure the rights, I could possibly produce it, and it could be a movie that would employ? a lot of black actresses.''? Soon after she learned that Stockett's longtime friend, director Tate Taylor, had acquired film rights for the book, Taylor approached her with the script.Beyond Stereotypes ''Even though people have seen 'the maid'? in so many different stories, I think that they've never seen Aibileen,'' says Davis, who was drawn to the tale's three-dimensional depiction of characters who often recede into the background. ''Here are these women who have these lives—these losses, pain, this hurt, this joy—and they go to work and nobody ever asks or acknowledges who they are, yet they entrust them with the care of their children. Kathryn Stockett really explored the emotional lives of these women.''Up Next Now appearing in Extremely Loud & Incredibly Close, she will play a crusading public school teacher opposite Maggie Gyllenhaal and Holly Hunter in Won't Back Down (Sept. 28).? —Karen Valby 09 of 25 BEST ACTRESS Glenn Close in Albert Nobbs Patrick Redmond/Roadside Attractions Age 64Role Albert Nobbs, a woman in ?19th-century Ireland ?who passes as a man to work as a hotel waiter.Oscar History Five previous nominations—The World According to Garp (1982), The Big Chill (1983), The Natural (1984), Fatal Attraction (1987), and Dangerous Liaisons (1988)—but no wins.Silence Is Golden As Nobbs, Close communicates with her quiet watchfulness as much as with her words. So it's no surprise the actress turned to an icon of silent film for inspiration. ''I actually looked at Charlie Chaplin films,'' says Close. ''Albert is someone who at 14 somehow got a suit of clothes and presented herself as a waiter. So? [like Chaplin] her shoes are too big, her pants are too long. But that's what she got used to.''Close Calls The actress has a refreshing sense of humor about the fact that her Oscar scorecard is reaching Susan Lucci-level absurdity. ''I think people think I've already gotten an Oscar,'' she laughs. ''I'd be really disingenuous if I said I didn't want it. Having been in this profession for 30 years, it would be a nice thing. But I do feel that it's very tricky to choose who's the best each year. Everyone is so different.''Up Next She stars in the final season of DirecTV's Damages this summer, then appears opposite Elizabeth Olsen (Martha Marcy May Marlene) in ?the indie drama Thérèse Raquin, based on ?the Émile Zola novel.? —Adam Markovitz 10 of 25 BEST ACTRESS Meryl Streep in The Iron Lady Alex Bailey/Weinstein Company Age 62Role Former British prime minister Margaret Thatcher.Oscar History You're kidding, right? This is her 17th nomination, though she's only won twice: Supporting Actress in 1980 for Kramer vs. Kramer and Best Actress in 1983 for Sophie's Choice.Acting Prime Minister Any director, surely, dreams of casting Meryl Streep. Or ''the beyond-compare Meryl Streep,''? as Phyllida Lloyd, who previously directed her in 2008's Mamma Mia!, describes the actress. That doesn't mean that it was easy for her to portray such a recognizable public figure. ''The stakes were very high,'' agrees Lloyd. ?''It would be like an English actress coming to play Hillary Clinton. All eyes ?are on you.''Lose Yourself Audiences and critics have long marveled over Streep's ability to totally disappear into the subjects she plays. But when 60 Minutes recently asked just how real it feels from the inside, the characteristically down-to-earth star just laughed. ''I'm not insane, I do know that I'm acting,'' she said. ''But you forget about it, yeah. When you're doing it right, there's a thrilling suspension of the day-to-day and you're in someone else's head.''Up Next Streep reunites with her Devil Wears Prada director David Frankel for Great Hope Springs, costarring Tommy Lee Jones and Steve Carell, due Dec. 14. —Sara Vilkomerson 11 of 25 BEST SUPPORTING ACTOR Kenneth Branagh in My Week With Marilyn Age 51Role Laurence Olivier during his time directing 1957's The? Prince and the Showgirl.Oscar History Four previous nominations: for Best ?Actor and Best Director ? in 1990 for Henry V; for directing 1992's live-action short Swan Song; and ?for Best Adapted Screenplay for 1996's Hamlet.Big Shoes Branagh says he was both intimidated and excited to play the much-revered Olivier. ''There's a big voice in your head going, 'That's a long way to fall,' '' Branagh laughs. But on the first day of filming at the U.K.'s famed Pinewood Studios (where The Prince and the Showgirl was ? also shot), he found his confidence thanks to costar Michelle Williams. ''My first appearance as Olivier was watching Marilyn walk away. So my first sight of Michelle's performance was her undulating behind shimmying in this beaded white dress. It was intoxicating. I thought, 'Well, ?if she's Marilyn Monroe—and by God, with that walk it seems that she is—I think I ought to start being Laurence Olivier.' ''Up in Smoke As he researched Olivier, ?Branagh was surprised ?by one discovery. ''He was unbelievably thrilled about the fact that he had a ?pack of cigarettes named after him,'' says Branagh. ''They were called Oliviers and you couldn't cough ?anywhere in Pinewood before he would offer you a pack of his own cigarettes.''Up Next Branagh will direct Kate Winslet ?in The Guernsey Literary ?and Potato Peel Pie Society, which starts shooting in March. —Sara Vilkomerson 12 of 25 BEST SUPPORTING ACTOR Jonah Hill in Moneyball Melinda Sue Gordon/Sony Pictures Age 28Role Baseball-stats whiz Peter Brand, who works with Billy Beane (Brad Pitt) to ?shake up the Oakland A's.Oscar History First nomination.Jonah Does Drama? Taking a dramatic role was hardly an obvious career move for the raunchy-humor star. ''I just like having an underdog complex,'' Hill explains. ?''In comedy right now I'm not really the underdog anymore, so that means it's time to be the ?underdog in something else. When you're not ?the underdog, you're not fighting for anything anymore, so for me it was great to fight for this part.''Improving Through Improv Oscar-winning screenwriters Aaron Sorkin and Steven Zaillian both worked on the film's meticulous script, but sometimes memorable lines happen spontaneously. Case in point: the scene where Beane fires A's outfielder Jeremy Giambi, essentially cutting the team's manager (Philip Seymour Hoffman) off at the knees. ''Brad walks out and Phil says to me, 'You agree with this?' and I say, 'A hundred percent,' and that's where the scene ended. But then walking out I said, 'Do you want this door closed?' '' says Hill. ''It was just a little improvised moment. ? You have this intense dramatic moment,? and then to cap it with something mundane ? felt interesting to me.''Up Next Hill co-wrote ?and stars in 21 Jump Street, a riff on the '80s TV series, due March 16, then appears opposite Ben Stiller and Vince Vaughn in Neighborhood Watch (July 27). He'll ?start shooting The Apocalypse in April with James Franco and Seth Rogen. —Rob Brunner 13 of 25 BEST SUPPORTING ACTOR Nick Nolte in Warrior Age 70Role Paddy Conlon, the Moby-Dick-obsessed recovering alcoholic whose rages forged the hardened personalities of his two sons (Tom Hardy and ?Joel Edgerton), both of whom are ?mixed martial artists.Oscar History It's his third nomination, following nods for The Prince of Tides (1991) and Affliction (1998).Art Imitates Life Nolte's well-publicized struggles with substance abuse dovetailed with his ?character's, which should be no surprise, since ?co-writer-director Gavin O'Connor specifically wrote the role with his friend in mind. ''In some ways, that's really great,'' Nolte told EW in December. ''In some ways, that's really terrifying. He knows me well enough that when I looked at the role, I was like, 'Oh ? my God, what do I have ?to go through now?' ''Nothing to Be Sorry About Conlon's repeated pleas for forgiveness ?from his sons are greeted with venom, especially in one heartbreaking confrontation with Hardy's character at a casino. ''The crew got very nervous,'' Nolte recalled. ''I could feel them around me not wanting to watch. We only needed a few takes because Tommy just really went at it. And it made people uncomfortable. It's hard to watch that scene. ?I couldn't watch it. And then you kind of revisit ?all those emotions when you see the film again, ?and it brought tears.''Up Next Nolte stars as a grizzled old thoroughbred owner on HBO's new drama Luck, and he'll ? play the LAPD chief in October's star-studded The Gangster Squad. —Jeff Labrecque 14 of 25 BEST SUPPORTING ACTOR Christopher Plummer in Beginners Andrew Tepper Age 82Role Hal Fields, a 75-year-old widower who belatedly embraces his homosexuality, ?even while battling ?a terminal illness.Oscar History Nominated for Best Supporting Actor for 2009's The Last Station.Father Figure Beginners borrows from director Mike Mills' experience when his father announced he was gay in his 70s, and Plummer was the only actor he wanted in the role. Says Plummer, ''You just need to read the script to know his father had this wonderful sense of humor and ?a delight in finding that he could come out of the closet unscathed.''Forever Young ''Christopher can talk about working with [Elia] Kazan or [John] Huston or just about anything,'' Mills says. ''He has the most amazing war ?stories.'' The director recalls that at one point during production ?Plummer hurt his knee but never complained. ''That generation... it's more than stiff upper lip, because that sounds dour. It's stiff upper lip with a big flag! They keep the party going. Christopher's very funny and subversive. We should all be so lucky to be so hungry and alive as he is.''Up Next Plummer can be seen in David Fincher's The Girl With the Dragon Tattoo. He's also attached to two upcoming projects that, he says, ''I won't mention until they get an official green light because I think it's bad luck.'' —Sara Vilkomerson 15 of 25 BEST SUPPORTING ACTOR Max von Sydow in Extremely Loud & Incredibly Close Francois Duhamel/Warner Bros. Age 82Role Billed only as the Renter, von Sydow's silent character becomes the extremely quiet and incredibly distant companion to the film's precocious child protagonist (Thomas Horn).Oscar History Von Sydow? was nominated for Best Actor ?in 1989 for the Danish -language drama Pelle the Conqueror.There Are No Words... To play the Renter, the polyglot von Sydow gave up all languages but the physical. ''People have asked me if it is difficult to do a nonspeaking character,'' he says. ''The answer is no. The only difference between the Renter and other people is that he doesn't speak. Apart from that, his reactions are just as they would be otherwise.''Something Different For von Sydow, the Renter was a welcome change from the usual Hollywood roles he's offered. ''Unfortunately, sometimes you have a feeling that casting directors don't have very much imagination,'' he says. ''My first American ?part was Jesus in The Greatest Story Ever Told. The consequence ?of that is I've been offered I don't know how many priests, bishops, popes, cardinals, and religious figures, although I guess it's always a step down from Christ.''? Multimedia Man He may be mute in Extremely Loud, but ?the actor contributed nothing ?but his voice to last year's ?best-selling videogame The Elder ? Scrolls V: Skyrim, which also features the voice of fellow nominee Christopher Plummer.Up Next Nothing announced. —Keith Staskiewicz 16 of 25 BEST SUPPORTING ACTRESS Jessica Chastain in The Help Dale Robinette/DreamWorks Pictures Age 30Role Celia Foote, ?a poor outcast who ?marries into Mississippi's high society.Oscar History First nomination.Hello, Norma Jean For inspiration, Chastain studied the traits of another woman who triumphed over her impoverished background. ''The giggling and lust for life is her running from something, just like Marilyn Monroe,'' Chastain says. ''So I read Marilyn Monroe's biography, and in it I found a huge connection.''Almost Famous Perhaps because she was in seven movies in 2011, Chastain is definitely getting noticed—though not always as herself. When she posed for photos with some fans at a screening of The Help, they gushed about how much they liked Spider-Man 3 and The Twilight Saga: Eclipse, apparently having mistaken her for Help costar Bryce Dallas Howard. ''I love that people don't know me,'' Chastain laughs. ''I was just at the airport, [and] there's a ? guy with a camera, asking me a couple of questions. I get into my car and I ? hear him say to someone else, 'I don?t know... Kate Walsh?' So that's the stage I'm in right now.''Up Next She provides the voice of a jaguar in Madagascar 3: Europe's Most Wanted (June 8), then stars in John Hillcoat's drama The Wettest County (Aug. 31) and the supernatural thriller Mama (date TBA). In February, she begins shooting Kathryn Bigelow's December drama about the hunt for Osama bin Laden, and she makes her Broadway debut this fall in The Heiress. —Anthony Breznican 17 of 25 BEST SUPPORTING ACTRESS Octavia Spencer in The Help Dale Robinette/DreamWorks Pictures Age 39Role Minny Jackson, a Mississippi maid with a talent for baking unique pies.Oscar History First nomination.Accent of a Woman ''It's definitely a distinct dialect,'' says Spencer—?a Montgomery, Ala., native—of Minny's drawl. ''People who aren't Southern don't know that there are different dialects for each Southern state and region. I mean, an Alabama accent is very different from a Mississippi accent, very different from Mississippi Delta.'' She chuckles. ''The dialect part was the least of my concerns.''An Education Before shooting one particularly challenging scene, Spencer realized that the nonprofessional child actors playing her kids needed a better grasp of the harsh conditions African-Americans faced in the 1960s. ''They had to be in as much distress as I was in,'' she explains. ''[To] one little boy, the youngest one, I said, 'Well, what do you want to be when you grow up?' and he said, 'I want to be a fireman!' I said, 'Well, you can't be a fireman. The only thing you can do is mow lawns.' And his little lip quivered. He was just heartbroken.'' The kids nailed the scene—and won more than just praise from their acting coach. ''I got them lots of ? gifts,'' says Spencer.Up Next She stars with Aaron Paul and Mary Elizabeth Winstead? in the indie drama Smashed, which just premiered at the Sundance Film Festival, then shoots Diablo Cody's untitled directorial debut later this year. ?—Adam B. Vary 18 of 25 BEST SUPPORTING ACTRESS Melissa McCarthy in Bridesmaids Suzanne Hanover/Universal Pictures Age 41Role Megan, the lascivious bridesmaid in a bowling shirt who encourages Annie (Kristen Wiig) when it counts.Oscar History First nomination.Keeping It Real Though Bridesmaids won attention for its R-rated content, McCarthy rejects the idea that the film was raunchy. ''Everyone goes back to the dressing-room scene,'' says the actress of a notably scatological sequence set in a bridal store. ''But that was a horror show! It was a train wreck that we were all trying to stop. To me that's not raunchy. It was wildly embarrassing and sad.''Why Megan Rules ''The kind of comedy I hate,'' says Bridesmaids director Paul Feig, ''is when it's 'Look at this crazy character who's so dumb and let's just laugh at this person.' Melissa never lost the humanity of Megan and played her as someone unabashedly proud of who she is.''Red-Carpet Routine McCarthy has become a regular at premieres and awards events—and the transformation has not gone unnoticed at home. ''My [4-year-old] daughter gets a big kick out of it when I get dressed up, because she literally is like, 'What's that? What do you call that on top of your head?'? And I'm like, 'That's my hair.'? I think it was the first time she hadn't seen my hair pulled back in a Helga bun.''Up Next She costars in director Judd Apatow's This Is 40 (Dec. 21). This summer, while on hiatus from CBS' Mike & Molly, she's lined up to shoot two comedies: Seth Gordon's Identity Thief and Tammy, which she wrote with husband Ben Falcone. —Karen Valby 19 of 25 BEST SUPPORTING ACTRESS Janet McTeer in Albert Nobbs Patrick Redmond/Roadside Attractions Age 50Role Hubert, a cross-dressing woman who's happily married to another woman ? and becomes a role model for Albert Nobbs (Glenn Close).Oscar History She earned a Best Actress nomination in 2000 for the indie ? drama Tumbleweeds.Walk Like a Man When she ? was developing Hubert's virile body language, McTeer looked to two of her showbiz pals for inspiration. ''I tried to copy the way Brendan Gleeson and Liam Neeson stand,'' says the actress. ''They're big, Viking Irishmen and that's what I wanted Hubert to be. I knew I couldn't totally do it because I'm not as big as them, so we used a lot of padding, too.''A Close Friend McTeer says that she and Close forged an unusually tight bond while filming Albert Nobbs, which led to McTeer landing a part on Close's long-running series Damages. ''Yeah, we're in each other's contracts now,'' laughs McTeer, who says their friendship arose out of a similar work ethic. ''When we work together, there's a combination of extremely committed hard work and a huge ? amount of laughter. We're very in sync in that sense.''Up Next After costarring with Daniel Radcliffe in The Woman in Black (Feb. 3), McTeer will reunite with Close as a lawyer on the final season of Damages, airing on DirecTV this summer. —Adam Markovitz 20 of 25 BEST SUPPORTING ACTRESS Bérénice Bejo in The Artist Weinstein Company Age 35Role Up-and-coming starlet Peppy Miller, whose ascent into the Hollywood firmament parallels the decline of silent-film star George Valentin (Jean Dujardin), for whom she has fallen.Oscar History ?First nomination.He Looks Familiar? Bejo and Dujardin had both worked with director Michel Hazanavicius on the 2006 spy spoof OSS 117: Cairo, Nest of Spies. And her association with Hazanavicius goes even deeper: They have two children together. ''Michel is the kind of director who loves actors,'' says Bejo. ''Me especially.''On Tap The film culminates in a spectacular sequence in which Bejo and Dujardin perform an Astaire-Rogers-esque tap-dance routine. A lot of time and effort went into making it look so effortless. ''We practiced for five months almost every day,'' says Bejo. ''It was really hard, and even now when I look at the movie I can't believe how fast we're doing it. Sometimes it's like my feet still hurt.''To the Dogs One of Bejo's few regrets is that she didn't have more screen time with Uggie, the Jack Russell terrier who plays George's pet. ''I only got to do two scenes with him,'' she says. ''It's too bad. He's a big star now. He's even got the Palm Dog at Cannes.''Up Next Bejo will be joining Hazanavicius on his next film, the Chechnya-set The Search. —Keith Staskiewicz 21 of 25 BEST DIRECTOR Alexander Payne for The Descendants Merie Wallace/Fox Searchlight Age 50Oscar History Payne earned an Adapted Screenplay nod for ?1999's Election and won in that category for 2004's Sideways, which also nabbed nominations for Best Picture and Best Director.Going Native The director—who's set three movies in his hometown of Omaha (Citizen Ruth, Election, and About Schmidt) and one in California wine country (Sideways)—is a stickler for capturing an authentic sense of place, down to the smallest details. So before shooting began on The Descendants, he spent eight months living in Hawaii—and not just ? to soak up some rays and do a little surfing. ''The unrealized documentarian inside of me likes to go and do research,'' says Payne, who immersed himself deeply in everything from traditional Hawaiian music to the fine points of the Hawaiian shirt. ''Hawaii is great not just for the obvious—the beauty, the sun, the ocean—but the cultural landscape is so specific and so complex for such a small place. I hope the Hawaii audience says I got it right.''Up Next Payne plans to return to his home state this year to shoot Nebraska, a dramedy about a father-son road trip. He will follow that with an adaptation of Daniel Clowes' graphic novel Wilson. —Josh Rottenberg 22 of 25 BEST DIRECTOR Michel Hazanavicius for The Artist Gabriel Bouys/Getty Images Age 44Oscar History First nomination.Silent Inspirations When preparing to make his ode to silent Hollywood, Hazanavicius (pronounced ha-zah-nah-VEESH-us) watched the work of his favorite filmmakers from that era. ''All the movies—the ones that I prefer ?and the ones I reference—were the American movies from the four or five last years of the silent era: F.W. Murnau, Frank Borzage, Josef von Sternberg, John Ford,'' says Hazanavicius. ''These are the movies that aged the best.''Yes, We Cannes The French director insisted on entering his film into competition at the Cannes Film Festival, and the gamble paid off. The Artist was a big hit, earning a lengthy standing ovation. ''They told me it was 12 minutes, but it felt like 12 days,'' says Hazanavicius. ''I think my ego took in enough for years to come.''Considering the Odds While he tries not to worry too much about the awards attention for The Artist, Hazanavicius says, ''I don't want to not think about it, though, because in a way it's very pleasant. Like when you buy a lottery ticket and you dream about what you would buy if you win.''Up Next He is attached to direct an updated version of the 1948 Fred Zinnemann war drama The Search. —Keith Staskiewicz 23 of 25 BEST DIRECTOR Terrence Malick for The Tree of Life Filmfest/AP Age 68Oscar History The press-shy auteur was nominated twice in 1999 (Best Director and Best Adapted Screenplay) for The Thin Red Line.Long Time Coming The Tree of Life famously depicts the beginning of the universe, which seems to be about the time Malick began working on it. ''He first pitched it to me about 10 years ago,'' says producer Bill Pohlad. ''But he had the concept for at least 10 years before that.''The Waiting Game From the meticulous look of his films, you might think Malick is a Kubrickian perfectionist. In reality, he's less about dictating performances than coaxing them. ''He's the guy sitting there with the butterfly net waiting for the great monarch to go by,'' says star Brad Pitt. ''And when he sees it, he grabs it.''Keep Rolling Malick spent years in postproduction on The Tree of Life, but with good reason: He had miles of film to wade through. ''You can't imagine how much footage there was,'' says costar Jessica Chastain. ''We shot all day. The only time the camera wasn't rolling was when they were reloading the film.''Up Next Unusually, Malick has four films on his slate, including an untitled, already filmed romance starring Ben Affleck and Rachel McAdams, and two projects (Lawless and Knight of Cups) with Christian Bale and Cate Blanchett attached. —Keith Staskiewicz 24 of 25 BEST DIRECTOR Woody Allen for Midnight in Paris Sony Pictures Age 76Oscar History He's won three Oscars: Best Director and Best Original Screenplay for 1977's Annie Hall, and Best Original Screenplay for 1986's Hannah and Her Sisters. He's been nominated a total of 21 times.Awards-Show Dropout When Annie Hall won four Oscars, including Best Picture, Allen was famously a no-show at the ceremony. Instead, he was playing the clarinet with his jazz band back in New York City. The prolific auteur says the idea of the Academy choosing one film (or director) over another is silly. ''I haven't read a review in 35 years,'' says Allen. ''People think certain movies I did were great when they were not at all great. Hannah and Her Sisters, Manhattan—those are two that aren't as good as The Purple Rose of Cairo or Match Point. It goes in one ear and out the other.''Talent Magnet Midnight in Paris star Owen Wilson says he would have signed on even without a script. He's not alone. ''Actors jump at the chance to do his movies not because they're getting a big payday,'' says Wilson, ''but because it's a chance to work with an icon. It's like sitting for a portrait with Picasso.''Up Next Allen's 43rd film, the Rome-set comedy Nero Fiddled starring Penélope Cruz, is due later this year. —Chris Nashawaty 25 of 25 BEST DIRECTOR Martin Scorsese for Hugo Jaap Buitendijk/Paramount Pictures Age 69Oscar History After being nominated five times for Best Director, Scorsese finally won on his sixth go-round, for 2006's The Departed. He's also been nominated twice for Adapted Screenplay.Grown-up Boys and Their Toys Scorsese has been a rabid fan of 3-D movies like Alfred Hitchcock's Dial M for Murder since he was a kid. But after trying out the technology firsthand on Hugo, he's become a convert, too. ''I'm obsessed with 3-D images,'' he says. ''With this movie, I took a chance. I thought, 'Okay, let's try it! Let's see what we can do!' And now I have faith in it. I feel like the actors come out stronger in 3-D. They're like moving sculptures. The element that 3-D adds is indescribable.''Location, Location One of the other benefits of shooting in 3-D is you can avoid shooting outdoors and stick to soundstages. ''As I get older, I find going on locations extremely arduous,'' Scorsese says. ''On Shutter Island, there were all these trees. I have asthma. I'm allergic to all that. I'm not a tree guy. I mean, I like to look at them outside the window, just as long as they're not where I am!''Up Next He's expected to direct an adaptation of Shusaku Endo's novel Silence, set in 17th-century Japan. —Chris Nashawaty