Lead Actress

Witherspoon may have the kudo edge, but don't ignore a grande dame, non-glam gals and an ingenue

Never underestimate the power of a British accent on the Academy, who honored both veteran Judi Dench (“Mrs. Henderson Presents”) and relative newcomer Keira Knightley (“Pride & Prejudice”) with lead-actress noms, rounding out a category that includes the year’s two Golden Globe winning leading ladies (Reese Witherspoon and Felicity Huffman) and a previous Oscar winner (Charlize Theron).

The lineup matches the group nominated at last month’s SAG Awards, with one notable exception: Knightley snagged a spot from Ziyi Zhang (“Memoirs of a Geisha”). Notably, Zhang did score a BAFTA nom, while Knightley was shut out of contention by her own country’s top film prize.

Meanwhile, South Africa-born Theron is back in contention this year for an affecting perf in sexual harassment drama “North Country.” Having impressed the Academy with her career-changing work two years ago in “Monster,” Theron now seems a legitimate threat for nomination consideration with every dramatic role she takes. “North Country” affords a rich showcase for her mix of strength and vulnerability, and she nails the part with more subtlety — and fewer physical changes — than her more explosive work in “Monster.”

However, if early accolades are any indication, the actress to beat this year is first-time nominee Reese Witherspoon. In “Walk the Line” role as the legendary June Carter Cash, Witherspoon has dominated awards season so far, bagging Golden Globe (musical/comedy) and SAG kudos, among others. Handling her own on-screen singing and going toe-to-toe with her powerful co-star Joaquin Phoenix, Witherspoon solidified her status as one of Hollywood’s brightest young talents and most bankable female stars.

Witherspoon’s chief competition for Oscar is Huffman, also a Golden Globe winner (drama) this year for her role as a man preparing for gender re-assignment surgery in “Transamerica.” The Oscar nom capped a breakout year for the “Desperate Housewives” star, who won an Emmy in September. In the actress category, the Academy has been known to reward performers who undergo physical transformations for their roles, tapping Theron (“Monster”), Nicole Kidman (“The Hours”), Halle Berry (“Monster’s Ball”) and Hilary Swank (“Boys Don’t Cry”) for Oscar gold in the last six years. Plus, no one with Oscar campaign brawler Harvey Weinstein pulling the strings should ever be counted out.

The Weinstein Co. is also behind “Mrs. Henderson Presents,” starring Dench as a widowed owner of a nude burlesque club in World War II-era London. This is Dench’s fifth nomination, and if enough members of an older-skewing and generally conservative Academy see the film, a genial old-fashioned entertainment, her candidacy could take flight.

Knightley’s take on Elizabeth Bennet in the latest adaptation of Jane Austen’s “Pride & Prejudice” charmed Academy voters the way the thesp has charmed auds in recent years. Her winning smile and independent spirit bring a new vitality to the classic role. The nomination follows a quicksilver rise in the last three years with work in such pics as breakout specialty hit “Bend It Like Beckham,” blockbuster “Pirates of the Caribbean: The Curse of the Black Pearl” and romantic comedy “Love Actually.” At 20, Knightley also is the youngest Oscar nominee this year.

Judi Dench
Mrs. Henderson Presents

Oscar pedigree: Fifth nomination. Supporting win for “Shakespeare in Love”; lead noms for “Mrs. Brown” and “Iris,” and supporting for “Chocolat”
Current kudos: St. Louis Gateway Critics (win); Golden Globe, SAG, BAFTA, Broadcast Film Critics, BIFAs, London Film Critics, L.A. Film Critics (noms)
Biggest B.O. pic: Bond cameos aside, “Shakespeare in Love” ($100 million)
Why she’ll win: An Acad fave, Dench delivers as a burlesque theater owner in touching, historical pic.
Why she won’t: Lack of widespread Acad support for the film. Its only other nom is for costume design.
Critically speaking: ” The part of ‘a most exasperating woman’ who says whatever’s on her mind fits the actress like a tailored Chanel suit … this tart-tongued role is one of her very best.”

— Kenneth Turan, Los Angeles Times

Felicity Huffman

Oscar pedigree: none
Current kudos: Golden Globe, Chicago Film Critics, Dallas-Ft. Worth Film Critics, National Board of Review, Phoenix Film Critics, Satellite Awards, Southeastern Film Critics (wins); SAG, Independent Spirit Award, Broadcast Film Critics, Online Film Critics (noms)
Biggest B.O. pic: “Christmas With the Kranks” ($74 million)
Why she’ll win: The Academy loves to reward performers who physically transform themselves for a role.
Why she won’t: Reaction to the pic, beyond Huffman’s performance, has been uneven. Subject matter might not connect with conservative voters.
Critically speaking: “Her performance is a complex metamorphosis, and it is thrilling to watch. … Ms. Huffman carries herself with such sensitivity and authority that you never doubt Bree for an instant.”

— A.O. Scott, The New York Times

Keira Knightley
Pride & Prejudice

Oscar pedigree: none
Current kudos: New York Online Film Critics (win); Golden Globe, Broadcast Film Critics, Chicago Film Critics, London Film Critics, Online Film Critics (noms)
Biggest B.O. pic: “Pirates of the Caribbean” ($305 million)
Why she’ll win: The Acad loves British thesps, and Knightley has capped a meteoric career rise in the past three years with a strong and fiery performance in a fresh adaptation of a classic.
Why she won’t: As a first-time nominee and the youngest of the five, the Academy knows it will have many chances to honor this star in the future.
Critically speaking: “Much of the delight and most of the heart comes from Keira Knightley, who plays Elizabeth as a girl glowing in the first light of perfection … (Her) performance is so light and yet fierce that she makes the story almost realistic.”

— Roger Ebert, Chicago Sun-Times

Charlize Theron
North Country

Oscar pedigree: Second nomination; she previously won in this category in 2003 for “Monster”
Current kudos: Women Film Critics Circle (win); Golden Globe, SAG, BAFTA, Broadcast Film Critics (noms)
Biggest B.O. pic: “The Italian Job” ($106 million)
Why she’ll win: She gives a powerful performance in a classic Oscar-baiting role, backing up her “Monster” win while also demonstrating her range.
Why she won’t: She’s just won. And October release “North Country,” with two acting noms, might seem to be fading.
Critically speaking: “(Theron) proves with this performance that ‘Monster’ was no fluke. She’s the real deal, instilling Josey with a combination of vulnerability, pride and determination that forms a convincing composite of the women who dared to bring the company to its knees.”

— Jack Mathews, New York Daily News

Reese Witherspoon
Walk the Line

Oscar pedigree: none
Current kudos: Boston Film Critics, Golden Globes, SAG, National Society of Film Critics, Broadcast Film Critics, Florida Film Critics, Kansas City Film Critics, Las Vegas Film Critics, New York Film Critics Circle, Online Film Critics, San Francisco Film Critics, Satellite Awards, Washington Area Film Critics (wins); BAFTA, Chicago Film Critics (noms)
Biggest B.O. pic: “Sweet Home Alabama” ($127 million)
Why she’ll win: She delivers a commanding performanceas June Carter, nearly stealing the pic from her charismatic co-star Joaquin Phoenix.
Why she won’t: She’s got some strong competition, and voters may offer a surprise.
Critically speaking: “Witherspoon has nailed it before, notably in ‘Election,’ but her portrayal of June is astounding in its vitality and richness. This is award-caliber acting, deep and true.”

— Peter Tr
avers, Rolling Stone