The Aviator, a film about eccentric billionaire Howard Hughes, tops the nominees for this year's Academy Awards, with nominations in 11 categories. 

Leonardo DiCaprio as Howard Hughes  Miramax  Films

Aviator star Leonardo DiCaprio is a nominee for best actor for his portrayal of eccentric billionaire Howard Hughes, and Alan Alda and Cate Blanchett for their supporting roles in the film about the flight pioneer and playboy.  Ms. Blanchett plays the actress Katharine Hepburn in the film.

DICAPRIO:  "Do you feel like a little adventure, Miss Hepburn?"
BLANCHETT:  "Do your worst, Mr. Hughes."

Martin Scorsese, who directed The Aviator, is a nominee for best director.  The veteran filmmaker has never won an Oscar, despite six previous nominations.

Other top contenders include the boxing saga, Million Dollar Baby.  Clint Eastwood will compete as best director for the film, and also as best actor for starring in it.  Eastwood plays a tough fight manager, and costar Hilary Swank is an aspiring woman boxer, a role that earned her a nomination as best actress.

Clint Eastwood and Hilary Swank in Million Dollar Baby

SWANK: "I thought you might be interested in training me."
EASTWOOD: "I don't train girls."
SWANK: “Maybe you should.  People who have seen me fight say I'm pretty tough.”
EASTWOOD:  "Girly, tough ain't enough."

Morgan Freeman earned an Oscar nod for his supporting role as a former boxer in the film.

Best director nominees, in addition to Martin Scorsese and Clint Eastwood, are Taylor Hackford for Ray, Mike Leigh for Vera Drake, and Alexander Payne for the comedy Sideways.

Finding Neverland, the tale of Peter Pan creator J. M. Barrie, brought an Oscar nomination for star Johnny Depp.  Finding Neverland and Million Dollar Baby both earned seven nominations.

Ray, the film biography of soul legend Ray Charles, earned six.  Star Jamie Foxx will compete for the Oscar for best actor.

Ray Charles and Jamie Foxx

FOXX: "You want me to do something special, I'm going to need my own band."
SECOND ACTOR: "OK, but you're going to have to make it work, Ray."
FOXX: "Yeah, I'm going to make it do what it do, baby.  Yeah."

Jamie Foxx earned a second nomination for his supporting role in Collateral.  He plays opposite Tom Cruise as a taxi driver whose customer is a professional assassin.

Annette Bening is a nominee for best actress for her role as an aging diva in Being Julia.  Other best actress nominees are Catalina Sandino Moreno as a Colombian woman recruited as a heroin smuggler in Maria Full of Grace, and Imelda Staunton as a woman who performs illegal abortions in 1950s Britain in Vera Drake.  Kate Winslet is a nominee for her role in Eternal Sunshine of the Spotless Mind.

Don Cheadle will compete for the Oscar for best actor for his portrayal of a hotel manager who risked his life to save refugees in the film Hotel Rwanda.  Actress Sophie Okonedo was nominated for her supporting role in the movie.

Actor Adrien Brody announced the contenders for best foreign language film.

"As It Is in Heaven, Sweden; The Chorus, France; Downfall, Germany; The Sea Inside, Spain; and Yesterday, South Africa."

Many in Hollywood consider The Sea Inside the frontrunner.  It was honored by the Hollywood Foreign Press Association at the Golden Globe Awards.  The film is based on the true-life story of a Spanish quadriplegic who fights for 30 years for the right to die.

An official of the motion picture academy, which presents the Oscars, calls the competition this year a horse race.  Ten of the 19 nominated performers have never been nominated before.  The roster is also more inclusive than in previous years.  Five of the nominees are African American, the highest number ever.

The Oscars will be presented in Hollywood February 27th, and comic Chris Rock will serve as host.