This article was updated on Feb. 3, 2005.

See noms

HOLLYWOOD — Oscar voters proved they are just plane folks, as “The Aviator” flew off with 11 nominations in balloting for the 77th annual Academy Awards. That film, from Miramax and Warner Bros., was followed by Miramax’s “Finding Neverland” and WB’s “Million Dollar Baby” with seven apiece. Universal’s “Ray” and Fox Searchlight/20th Century Fox’s “Sideways” earned six and five, respectively. Those top vote-getters are also the five finalists for best pic.

For the first time since 1980, three of the five pic contenders are biopics: “Aviator,” “Neverland” and “Ray.” And, for the first time ever, Hollywood saluted its local heroes by giving best-film noms to three works set in Southern California: “Aviator,” “Baby” and “Sideways.” (In a time of concerns over runaway produc-tion, three films — “Baby,” “Sideways” and “Ray” — lensed entirely in the U.S.)

Strength in numbers

Multiple nominees include Clint Eastwood (actor, director and probably producer, once the Acad sorts out producer credits), Brad Bird (animated film and original screenplay, “The Incredibles”), Jamie Foxx (lead and supporting actor for, respectively, “Ray” and “Collateral”), Alexander Payne (director and co-writer, with Jim Taylor, of “Sideways”) and Mike Leigh, a surprise inclusion in the director and writer races for “Vera Drake.”

Randy Thom is a quadruple nominee, for sound editing and sound mixing on both WB’s “Polar Express” and Buena Vista’s “The Incredibles.”

Taylor Hackford, nominated helmer of “Ray,” also is likely to earn another nom as producer of the pic. The Academy of Motion Picture Arts & Sciences will sort out credits for three pics, since rules allow a maximum of three producers to be nominated. The Producers Guild of America credited Tom Rosenberg, Al Ruddy and Eastwood for “Baby”; Hackford, Stuart Benjamin and Howard Baldwin for “Ray”; and Michael Mann and Graham King for “Aviator.” At Tuesday’s announcement, the Acad credited Richard N. Gladstein and Nellie Bellflower as producers of “Neverland” and Michael London for “Sideways.”

Lower grossers

Though last year’s race was paced by epics (“The Lord of the Rings: The Return of the King” and “Master and Commander: The Far Side of the World”), this year’s lot are modestly budgeted. “The Aviator” cost roughly $100 million, but the others were less than $35 million.

Similarly, their grosses are more modest as well. None of the five pic contenders has passed $100 million at the box office. With $75 million globally, “Ray” is the highest-grossing of the five. While Oscar voters often salute big-earning films (“Gladiator,” “The Lord of the Rings,” et al.), this year’s top nominees are fanning out in the next few weeks and should get a big boost from the Academy attention.

For the second time in the 4-year-old animated feature race, all the nominees are CGI pics. Buena Vista-Pixar’s “Incredibles” will be competing with two DreamWorks offerings: “Shark Tale” (Bill Damaschka) and “Shrek 2” (Andrew Adamson). Unlike the modest returns in the picture race, this one has boffo box office: The three pics cumulatively have raked in $1.82 billion.

Payne (“Sideways”) is the only first-timer in the directing category (though he has an earlier bid for the “Election” screenplay). “Aviator’s” Martin Scorsese has his fifth helming nom (with two previous noms for screenplay). “Baby’s” Eastwood scores his third director nomination (with earlier producing and acting noms). “Ray’s” Hackford was nominated before as helmer, and for a 1978 live-action short. Leigh has in the past earned one directing and two writing noms.

Marc Forster, of “Finding Neverland,” was the only Directors Guild of America nominee who didn’t wind up with Oscar attention. (Leigh replaces him.) Forster shouldn’t feel bad, though. Over the decades, there have only been three occasions when the guild and Oscar came up with the same five. And even though “Neverland” won a best pic nomination, there have been only three five-for-five correlations of pic and director — and the last time was 1981.

Four of the five pics also saw their screenplays nommed. Three were in the adapted race: David Magee, “Neverland” (from the play by Allan Knee); Paul Haggis, “Baby” (stories by F.X. O’Toole); and Payne and Taylor, “Sideways” (from the novel by Rex Pickett). John Logan was cited for his original screenplay of “Aviator.” Only “Ray” was omitted from screenplay attention.

Other adapted nominees are Warner Independent Pictures’ “Before Sunset” by Richard Linklater, Julie Delpy and Ethan Hawke (story by Linklater and Kim Krizan); and Focus Features/Film Four’s “The Motorcycle Diaries,” by Jose Rivera (from books by Ernesto Guevara and Alberto Granado). Except for the “Sideways” duo, all others are first-timers in this category.

Original script contenders include Focus’ “Eternal Sunshine of the Spotless Mind,” by Charlie Kaufman (story by Kaufman, Michel Gondry and Pierre Bismuth); United Artists-Lions Gate’s “Hotel Rwanda,” Keir Pearson and Terry George; and Bird and Leigh for, respectively, “Incredibles” and “Vera Drake.”

The voting paralleled (but didn’t match) guild results. The Writers Guild of America nominated Zach Braff (“Garden State”) and Bill Condon (“Kinsey”) in the original script category. They were replaced in Oscar voting by Bird and Leigh. The WGA had cited Tina Fey (“Mean Girls”) in adapted; she was replaced by Magee.

All five pics earned at least one acting nom. “Aviator” led that charge with bids for Leonardo DiCaprio, Cate Blanchett and Alan Alda. Competing as best actor with DiCaprio are “Neverland’s” Johnny Depp; “Baby’s” Clint Eastwood; Foxx, for “Ray”; and Don Cheadle, “Hotel Rwanda.” Eastwood is the only one playing a fictional character.

Actress nominees are Annette Bening, Sony Pictures Classics’ “Being Julia”; Catalina Sandino Moreno, for her Spanish-lingo perf in HBO Films-Fine Line’s “Maria Full of Grace”; Imelda Staunton, Fine Line’s “Vera Drake”; Hilary Swank, “Baby”; and Kate Winslet, “Eternal Sunshine.”

Supporting actors: Alda; Thomas Haden Church, “Sideways”; Foxx, DreamWorks-Paramount’s “Collateral”; Morgan Freeman, “Baby” and Clive Owen, Sony’s “Closer.” Foxx is the 10th actor to be nominated twice in the same year. Six of the previous nine went home with an Oscar in one of those two categories.

Aside from Blanchett, supporting actresses are Laura Linney, Fox Searchlight/20th Century Fox’s “Kinsey”; Virginia Madsen, “Sideways”; Sophie Okonedo, “Hotel Rwanda”; and Natalie Portman, “Closer.”

Record highs

“The Chorus” (Les Choristes), with domestic distribution from Miramax, marks France’s 33rd foreign-language nomination, a record. The country has won nine times in that category, just behind record-holder Italy, with 10. Other foreign-lingo nominees are “As It Is in Heaven,” Sweden’s 14th nom; “Downfall,” the fifth bid for Germany; “The Sea Inside,” the 19th nom for Spain; and “Yesterday,” the first nomination for South Africa.

With his score for “Harry Potter and the Prisoner of Azkaban,” John Williams chalked up his 43rd nomination. He holds the record for most noms of any living person; all-time record holder is Walt Disney, with 64.

Sound maven Kevin O’Connell scores his 17th nom as part of the sound-mixing team for Sony’s “Spider-Man 2.”

Actors popped up in other categories, including Eastwood as director, and Delpy and Hawke as writers for “Before Sunset.”

The dreamers

The five pic nominees are strikingly similar in their treatment of death and loss, and all center on dreamers who have trouble in personal relationships. Future analysts can decide whether Hollywood created a slew of pics with this theme as a result of America’s post-9/11 thinking, the success of “A Beautiful Mind” or other factors.

This year, as usual, the big pics are examples of odd success stories. “Finding Neverland” was on the shelf for more than a year; “Ray” was filmed as an indie and was completed before it became a Universal pickup; and “Million Dollar Baby” was skedded for 2005 release, but shifted into December at the last minute.

DiCaprio spent eight years bringing “Aviator” to the screen. “I am truly proud that this film was nominated in so many categories,” he said Tuesday. “It’s not the type of film that gets financed any more — an epic character study.” Howard Hughes embodies people’s “incessant need for more. He was a test case of what happens when you give someone everything they want and aspire to. He lived a fantasy life, but had the early seeds of destructiveness that he couldn’t get rid of and wound up a sad and lonely man.”

DiCaprio said many people have an image of Hughes in his later days. “This film wasn’t so much about vindicating him historically, but it was about finding a great piece of literature — almost a piece of folklore. He was indicative of all the people who went West, he was a product of that dream.” And he was at the center of two dreams of his time: aviation and filmmaking.

“Baby” producer Tom Rosenberg said studios often are reluctant to film something that’s “execution-dependent” — their way of saying a film without a high-concept selling point has to be really good to work, and so-so execution won’t cut it. Luckily, Rosenberg said, Eastwood “has the inclination for quality and the skill to bring it off. You don’t often see a film that brings out true emotions, that’s not contrived. Audiences really connect with these three characters and their emotions are so genuine and heartfelt.”

The film was vaguely penciled in for a 2005 berth, but Alan Horn saw it, recognized its kudos potential and moved it to late 2004.

Gladstein, producer of “Neverland,” said, “The whole intention was to make a movie about creativity and inspiration and make it devoid of cynicism.” He paid tribute to Forster: “I waited years and years to find the right director for this, someone with restraint. While he didn’t get one (nomination) for himself, he is the man who got us seven.”

The film was shot 2½ years ago. It was scheduled for 2003 release, but there was a copyright ruling over “Peter Pan” scenes that kept it from opening in competition with that U-Sony-Revolution film. Gladstein said, “You have to have a lot of confidence in a movie to hold it; that’s a lot of overhead to carry. While it was frustrating, it was a nice show of faith” that Miramax waited for awards season: “The right release date is important.”

Hackford said Tuesday about the “Ray” noms, “It’s a great moment, after having heard ‘no, no, no’ for so many years.” As director, producer and co-writer, he spent 15 years working on the project. “Every other film, even so-called ‘independent’ films, had a distributor, a safety net,” Hackford said. But “Ray” completed production, thanks to coin from Philip Anschutz, without a distributor. Other studios turned down the completed film, until Universal stepped up. Hackford also was particularly proud that the film lensed in Louisiana, since he’s on a DGA committee to keep filming in U.S.

Pointing out how many great independent films were released in 2004, Fox Searchlight’s Nancy Utley said the company is “over the moon” about the “Sideways” noms. “We get involved with filmmakers we believe in and we give them the freedom to do what they do. We’re thrilled to be ‘the indie’ to get nominated for best picture, in the ‘Lost in Translation’ slot, if you will. We’re in this David-vs.-Goliath situation: We are the small independent film, challenging four studio pictures. But maybe that helps us stand out.”

She said the “Sideways” buzz from audiences and critics started in Toronto, and has built steadily: “People are quite passionate about this film.”

This is the second year of the accelerated Oscar season. Campaigning was intense, particularly since there were few frontrunners. But the shorter calendar doesn’t seemed to have affected Oscar’s rhythm: As usual, the multiple vote-getters were fourth-quarter films; earliest opener was “Sideways,” which bowed Oct. 22.

Convention in contention

As late as mid-November, it wasn’t clear which films would wind up with nominations.

The speculation for best pic was wide, including a documentary (“Fahrenheit 9/11”), toons (“The Incredibles” and “Shrek 2”) and foreign-language films (“Bad Education,” “House of Flying Daggers,” “The Motorcycle Diaries” and “A Very Long Engagement”). It was tantalizing to think of the unconventional combinations, which seemed feasible after the wealth of surprise noms last year (“City of God,” Keisha Castle-Hughes, etc.)

But in the end, this year’s lineup proved fairly conventional.

The top nom-getters were not unexpected, since they had been saluted by various guilds and awards-giving orgs; “Sideways” in particular swept critics’ awards.

Some on Tuesday were surprised that independent films didn’t make a stronger showing. Several theorized that it was such a good year for indies, they may have knocked each other out of some of the races.

Distributor tallies are tricky. There are a number of shared productions, overseas deals and questions of autonomy (does an arthouse shingle get counted separately or with its parent company?).

The film with the most noms has ended up winning the best picture prize in 18 of the last 20 years. However, no one should assume the race is over. The first “Lord of the Rings” pic (2001) scored 13 noms, but “A Beautiful Mind” (eight noms) took the big prize.

Academy president Frank Pierson and Adrien Brody announced nominations Tuesday at 5:38 a.m. at the Acad’s BevHills headquarters.

Noms were decided by 5,808 voting members in 15 branches. The largest branch is actors, with 1,277 (21%); runner-up is producers, 467 (8%). Final ballots will be mailed Feb. 2, with polls closing Feb. 22.

The 77th annual Academy Awards, for movies released in 2004, will be handed out Feb. 27 at the Kodak Theater. Chris Rock will host the show, produced by Gil Cates. They’ll be telecast live on ABC, with a half-hour arrival program preceding the 5:30 p.m. presentations.

(Kirstin Wilder contributed to this report.)

And the nominees are . . .

“The Aviator” — Michael Mann, Graham King; a Forward Pass/Appian Way/IMF Production
“Finding Neverland” — Richard N. Gladstein, Nellie Bellflower; a FilmColony Production (Miramax)
“Million Dollar Baby” — Clint Eastwood, Albert S. Ruddy, Tom Rosenberg; a Warner Bros. Pictures Production (Warner Bros.)
“Ray” — Taylor Hackford, Stuart Benjamin, Howard Baldwin; a Universal Pictures/Bristol Bay Production (Universal)
“Sideways” Michael London, producer, a Sideways Prods. Inc. Production (Fox Searchlight/20th Century Fox)

Don Cheadle, “Hotel Rwanda” (United Artists in association with Lions Gate through MGM Distribution Co.)
Johnny Depp, “Finding Neverland”
Leonardo DiCaprio, “The Aviator”
Clint Eastwood, “Million Dollar Baby”
Jamie Foxx, “Ray”

Annette Bening, “Being Julia” (Sony Pictures Classics)
Catalina Sandino Moreno, “Maria Full of Grace” (HBO Films in association with Inside Track Films)
Imelda Staunton, “Vera Drake”
Hilary Swank, “Million Dollar Baby”
Kate Winslet, “Eternal Sunshine of the Spotless Mind” (Focus Features)

Alan Alda, “The Aviator”
Thomas Haden Church, “Sideways”
Jamie Foxx, “Collateral” (DreamWorks and Paramount)
Morgan Freeman, “Million Dollar Baby”
Clive Owen, “Closer” (Sony Pictures Releasing)

Cate Blanchett, “The Aviator”
Laura Linney, “Kinsey” (Fox Searchlight/20th Century Fox)
Virginia Madsen, “Sideways”
Sophie Okonedo, “Hotel Rwanda”
Natalie Portman, “Closer”

Martin Scorsese, “The Aviator”
Clint Eastwood, “Million Dollar Baby”
Taylor Hackford, “Ray”
Alexander Payne, “Sideways”
Mike Leigh, “Vera Drake”

“The Aviator” — written by John Logan
“Eternal Sunshine of the Spotless Mind” — screenplay by Charlie Kaufman; story by Kaufman, Michel Gondry, Pierre Bismuth
“Hotel Rwanda” — written by Keir Pearson, Terry George
“The Incredibles” — written by Brad Bird (Buena Vista)
“Vera Drake” — written by Mike Leigh

“Before Sunset” — screenplay by Richard Linklater, Julie Delpy, Ethan Hawk; story by Richard Linklater, Kim Krizan (Warner Independent Pictures)
“Finding Neverland” — screenplay by David Magee
“Million Dollar Baby” — screenplay by Paul Haggis
“The Motorcycle Diaries” — screenplay by José Rivera (Focus Features and Film Four)
“Sideways” — screenplay by Alexander Payne, Jim Taylor

“The Incredibles” Brad Bird
“Shark Tale” Bill Damaschka (DreamWorks)
“Shrek 2” Andrew Adamson (DreamWorks)

“As It Is in Heaven” — a GF Studios Production (DreamWorks) (Sweden)
“The Chorus (Les Choristes)” — a Galatée Films/Pathé Renn/France 2 Cinema/Novo Arturo Films/Vega Film AG Production (France)
“Downfall” — a Constantin Film Production (Germany)
“The Sea Inside” — a Sogecine and Himenóptero Production (Spain)
“Yesterday” a Videovision Entertainment Production (South Africa)

“The Aviator” Robert Richardson
“House of Flying Daggers” Zhao Xiaoding (Sony Pictures Classics)
“The Passion of the Christ” Caleb Deschanel (Icon and Newmarket)
“The Phantom of the Opera” John Mathieson (Warner Bros.)
“A Very Long Engagement” Bruno Delbonnel (Warner Independent Pictures)

“The Aviator” Thelma Schoonmaker
“Collateral” Jim Miller and Paul Rubell
“Finding Neverland” Matt Chesse
“Million Dollar Baby” Joel Cox
“Ray” Paul Hirsch

“Finding Neverland” Jan A.P. Kaczmarek
“Harry Potter and the Prisoner of Azkaban” John Williams (Warner Bros.)
“Lemony Snicket’s A Series of Unfortunate Events” Thomas Newman (Paramount and DreamWorks)
“The Passion of the Christ” John Debney
“The Village” James Newton Howard (Buena Vista)

“Accidentally In Love” from “Shrek 2,” music by Adam Duritz, Charles Gillingham, Jim Bogios, David Immergluck, Matthew Mallery and David Bryson; lyric by Adam Duritz and Daniel Vickrey
“Al Otro Lado Del Río” from “The Motorcycle Diaries,” music and lyric by Jorge Drexler
“Believe” from “The Polar Express,” music and lyric by Glen Ballard and Alan Silvestri
“Learn To Be Lonely” from “The Phantom of the Opera,” music by Andrew Lloyd Webber, lyric by Charles Hart
“Look To Your Path (Vois Sur Ton Chemin)” from “The Chorus (Les Choristes),” music by Bruno Coulais, lyric by Christophe Barratier

“Born into Brothels” Ross Kauffman and Zana Briski, a Red Light Films Production (THINKFilm)
“The Story of the Weeping Camel” Luigi Falorni and Byambasuren Davaa, a Hochschule für Fernsehen und Film München Production (THINKFilm)
“Super Size Me” Morgan Spurlock, a Kathbur Productions/The Con Production (Roadside Attractions/Samuel Goldwyn Films)
“Tupac: Resurrection” Lauren Lazin and Karolyn Ali, an MTV – Amaru Entertainment Production (Paramount)
“Twist of Faith” Kirby Dick and Eddie Schmidt, a Chain Camera Pictures Production

“The Aviator” Dante Ferretti, art direction; Francesca Lo Schiavo, set decoration
“Finding Neverland” Gemma Jackson, art direction; Trisha Edward, set decoration
“Lemony Snicket’s A Series of Unfortunate Events” Rick Heinrichs, art direction; Cheryl A. Carasik, set decoration
“The Phantom of the Opera” Anthony Pratt, art direction; Celia Bobak, set decoration
“A Very Long Engagement” Aline Bonetto, art direction

“The Aviator” Sandy Powell
“Finding Neverland” Alexandra Byrne
“Lemony Snicket’s A Series of Unfortunate Events” Colleen Atwood
“Ray” Sharen Davis
“Troy” Bob Ringwood (Warner Bros.)

“Lemony Snicket’s A Series of Unfortunate Events” Valli O’Reilly and Bill Corso
“The Passion of the Christ” Keith Vanderlaan and Christien Tinsley
“The Sea Inside” Jo Allen and Manuel García

“The Incredibles” Michael Silvers and Randy Thom
“The Polar Express” Randy Thom and Dennis Leonard
“Spider-Man 2” Paul N.J. Ottosson

“The Aviator” Tom Fleischman and Petur Hliddal
“The Incredibles” Randy Thom, Gary A. Rizzo and Doc Kane
“The Polar Express” Randy Thom, Tom Johnson, Dennis Sands and William B. Kaplan
“Ray” Scott Millan, Greg Orloff, Bob Beemer and Steve Cantamessa
“Spider-Man 2” Kevin O’Connell, Greg P. Russell, Jeffrey J. Haboush and Joseph Geisinger

“Harry Potter and the Prisoner of Azkaban” Roger Guyett, Tim Burke, John Richardson and Bill George
“I, Robot” John Nelson, Andrew R. Jones, Erik Nash and Joe Letteri
“Spider-Man 2” John Dykstra, Scott Stokdyk, Anthony LaMolinara and John Frazier

“Birthday Boy” Sejong Park and Andrew Gregory, an Australian Film, TV and Radio School Production
“Gopher Broke” Jeff Fowler and Tim Miller, a Blur Studio Production
“Guard Dog” Bill Plympton, a Bill Plympton Production
“Lorenzo” Mike Gabriel and Baker Bloodworth, a Walt Disney Pictures Production
“Ryan” Chris Landreth, a Copper Heart Entertainment & National Film Board of Canada Production

“Everything in This Country Must” Gary McKendry, a Six Mile Production
“Little Terrorist” Ashvin Kumar, an Alipur Films Production
“7:35 in the Morning (7:35 de la Mañana)” Nacho Vigalondo, a Ibarretxe & Co. Production
“Two Cars, One Night” Taika Waititi and Ainsley Gardiner, a Defender Films Limited Production
“Wasp” Andrea Arnold, a Cowboy Films Production

“Autism Is a World” Gerardine Wurzburg, a State of the Art Production
“The Children of Leningradsky” Hanna Polak and Andrzej Celinski, a Hanna Polak Production
“Hardwood” Hubert Davis and Erin Faith Young, a Hardwood Pictures and National Film Board of Canada Production
“Mighty Times: The Children’s March” Robert Hudson and Bobby Houston, a Tell the Truth Pictures Production
“Sister Rose’s Passion” Oren Jacoby and Steve Kalafer, a New Jersey Studios Production