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And we're off... with quick clips from all the nominees. Scenes of typing! Annette Bening yelling at Mark Ruffalo! Natalie Portman twirling! Colin Firth....also twirling! Jeff Bridges and his eye patch galloping and firing!

The show begins with hosts Anne Hathaway and James Franco inserted into scenes from the nominated movies. Leonardo DiCaprio explains the process of inception to our hosts. They plan to sneak into Alec Baldwin's dreams for hosting tips. Cut to the plane scene, Alec starting to explain, then nodding off...

Suddenly we're in "The Social Network", with our hosts staring down Mark Zuckerberg.

Then Anne and James do their best Boston accents, ringside in "The Fighter" and off to "True Grit" with twangs astride a horse (Franco is dressed in the bear suit, he tells Jeff Bridges he loved him in "Tron".)

Then the hosts are back in the "Inception" elevator... with Morgan Freeman. He narrates: "So the naked girl from 'Love and Other Drugs' and the guy from 'General Hospital' continue through Alec Baldwin's dreams as they prepare to host the show...."

He explains that Alec likes him to narrate his dreams. "He says I have a soothing voice," Freeman says.

Then they're giving a speech in "The King's Speech" and in the "Black Swan" studio. Anne does the "dance of the brown duck" as James Franco grabs his leotard.

Back in the elevator, they disembark and run into Alec Baldwin, who tells them they're not really in his dream. It's Franco's, and they're ready to host. They run off... and into "Back to the Future".

They hop in the DeLorean and program for the Oscars. And we all know what happens when they hit 88 miles per hour.

The screen rises and the hosts take the stage. He says she looks lovely, she says he looks "very appealing to a younger demographic as well." He compliments her on her nomination. She rues that she wasn't nominated, and it used to be if you took your clothes off, you got nominated.

Anne says hi to her mom in the audience. Mom scolds her to stand up straight. Grandma Franco is there as well, and gets applause. "I just saw Marky Mark," she says.

They explain we'll be taking looks back (The Oscars: "We love to look back!") at favorite films. The hosts depart and Atlanta burns on the big screen from "Gone With the Wind".

Tom Hanks is out to present the first award and explain to us why we should care about best cinematography and art direction. He uses "Titanic" to illustrate his point.

The winner for best production design is: "Alice in Wonderland". Robert Stromberg gets up and lists a bunch of people who probably haven't heard of and Tim Burton. He takes out a tiny Mad Hatter hat and puts it atop Oscar.

The winner for cinematography is Wally Pfister for "Inception." He thanks director Christopher Nolan, then scolds the audience for clapping ("you're taking up my time!").

After the commercial break, the audience is on their feet for Kirk Douglas. He thanks the presenters, telling Anne Hathaway she's gorgeous. "Where were you when I was making pictures?" he says,.

He's presenting best supporting actress. The clips of each performance roll and then we see the woman in the audience. They're much longer clips than in the past.

Back to Kirk, who vamps before revealing the winner. He finally opens the envelope, then doesn't read the name and mentions Colin Firth. The wait is interminable, even if you're not nominated. Finally, he announces Melissa Leo.

She opens with several wows, says she's shaking in her boots and then starts thanking the people from the movie. She pauses for a while, then marvels at the people. And then she drops a giant F-bomb.

She rallies and continues, thanking her family. Finally, she thanks the Academy. She doesn't get played off, and keeps going. Then she steals Kirk Douglas' cane.

Mila Kunis and Justin Timberlake are out next to present best animated short film. Justin uses an app to pull up a "Shrek" background. Mila opens the envelope to announce and Timberlake goofs on Douglas, starting to say something. But they announce the winner is "The Lost Thing". Shaun Tan and Andrew Ruhemann accept. They're both allowed to talk before the music swells.

On to best animated feature. "Toy Story 3" wins. Lee Unkrich proclaims Pixar "the most awesome place on the planet to make movies." He thanks "every single person who had anything to do with making 'Toy Story 3' and getting it out in the world, I share this with you," he says.

Javier Bardem and Josh Brolin are out next in white tuxes, and the camera misses them doing a soft shoe together, choosing to focus on Bardem's super hot wife, Penelope Cruz. They're presenting best adapted screenplay.

The winner is Aaron Sorkin for "The Social Network".

"It's impossible to describe what it feels like to be handed the same award that was given to Paddy Chayefsky 30 years ago for another movie with 'Network' in the title," he says. (Sure that line wasn't planned AT ALL.)

He thanks his people and his parents. The music starts as he's thanking David Fincher, but he barrels on, thanking everyone in the cast by name (Winkelvoss dual portrayer Armie Hammer gets two mentions). He calls Scott Rudin "America's best living producer".

"This movie is going to be a source of pride for me every day for the rest of my life, that is an unrepayable gift. All I can say is thank you." Then he addresses his daughter: "Roxy Sorkin, your father just won the Academy Award, I'm going to have to insist on some respect from your guinea pig."

Then best original screenplay. They show the scenes with script words across them. The Oscar goes to David Seidler for "The King's Speech".

"My father always said to me, I would be a late bloomer," he begins. "I believe I am the oldest person to win this particular award. I hope that record is broken quickly and often." (He's 73.)

After the break, Anne is sitting on the edge of the stage in a tux. She tells us there's a tradition of singing at the Oscars and she was going to do a duet, but someone bailed.

She sings very pointedly at Hugh Jackman. "He stuck is fake retractable claws into my heart/when he left me on my own," is one line from the power ballad.

And then James Franco comes on stage in a Marilyn Monroe outfit. "The weird part is I just got a text message from Charlie Sheen," he says.

Russell Brand and Helen Mirren are next. She introduces foreign films, speaking French. He translates, saying she says her performance as a queen was much better than Colin Firth's as a king.

The Oscar goes to "In a Better World" from Denmark. (The titles don't tell us the name of the woman accepting.)

Reese Witherspoon is out next to present best supporting actor. (Her costar in the upcoming "Water for Elephants", Christoph Waltz, won last year - but isn't presenting.)

The Oscar goes to Christian Bale for "The Fighter".

"What a room full of talented and inspirational people, what am I doing here?" he says. He thanks his director David O. Russell. He acknowledges his costars, including Melissa Leo. "I'm not going to drop the f-bomb like she did, I've done that plenty before," he says and the audience laughs (probably thinking of his famous "Terminator" sound bite).

He singles out Dicky Eklund, the guy he portrayed, and suggests people go to his web site. He gets choked up thanking his wife before wrapping up.

And now it's time for some executives! Tom Sherak, president of the Academy of Motion Picture Arts and Sciences and Anne Sweeney, president Disney/ABC Television Group are out next to announce the Oscars will be staying on ABC through 2020.

Anne Hathaway introduces Nicole Kidman and Hugh Jackman, saying she made up with the latter backstage ("He's once again the Wolver to my --Rine.") They do a mini-history on sound in movies that leads into an orchestra playing the theme from "Star Wars" , "ET", "West Side Story" and others. On to best original score. Trent Reznor and Atticus Ross win for "The Social Network". "To be standing up here in this company is humbling and flattering beyond words," Reznor says.

Matthew McConaughey and Scarlett Johansson present sound mixing. "Inception" wins, including Lora Hirschberg, Gary Rizzo and Ed Novick. One of the guys thanks all their their wives. He makes a point of noting the union sound people and thanks composer Hans Zimmer and Christopher Nolan.

Then sound editing, which goes to Richard King for "Inception". "I owe this a thousand percent to Chris Nolan," he says, thanking him for making great movies.

Next up is Marissa Tomei, who hosted the Scientific and Technical Awards for special effects nerdery.

Then Cate Blanchett is out to award achievement in make-up. After the clip for "The Wolfman" of Benecio Del Toro transforming, she deadpans, "That's gross."

Rick Baker wins for "The Wolfman" along with Dave Elsey. "It was always my ambition to lose an Oscar one day to Rick Baker," Elsey says. "This is better."

Then achievement in costume design.

Colleen Atwood wins for "Alice in Wonderland", she takes out a tiny piece of paper and reads, barely looking up. She acknowledges the source material, Tim Burton and the cast, quaking with nerves as she reads.

It's Man-on-the-street time, as people talk about their favorite movie songs. President Barack Obama makes an appearance, selecting "As Time Goes By".

Kevin Spacey is on the stage when the screen rises and sings "Top Hat". He tells us we'll be hearing all four of the nominated songs.

Randy Newman performs "We Belong Together" -- his twentieth nominated song. He sits at a piano as scenes from the movie play behind him.

Then Kevin is back to set up the "Tangled" song "I See the Light", sung by Mandy Moore and Zachary Levi.

Amy Adams and Jake Gyllenhaal are out to present best short film, noting that many directors started with shorts. "Shorts are also the hardest to predict on your home Oscar ballot," Gyllenhaal notes, encourages people to go see them.

Karen Goodman and Kirk Simon and "Strangers No More" win for documentary short subject.

Then the nominees for best live action short film.

Luke Matheny wins for "God of Love" and takes the stage with a giant poofy 'fro.

"Oh, I should have gotten a haircut," he says. He rapidly thanks everyone involved, saying: "Finally, my mother, who did craft services for the film."

James and Anne are back. He notes it was a great year for musicals. She begs to differ. We get a very bizarre montage of movie dialogue with Auto-Tune songs, including "He Doesn't Own a Shirt" from "Twilight: Eclipse" with Edward singing about Jacob.

And we're back and on to Oprah. That's right, Oprah. Everyone in the audience starts looking under their seats to see what they've won. (Ok, not really.)

She's presenting best documentary. We get a random shot of Joel and/or Ethan Coen looking totally bored.

"Inside Job" wins. Charles Ferguson and Audrey Marrs accept. Ferguson begins by pointing out that three years after a financial crisis caused by fraud, not a single executive has gone to jail.

Anne Hathaway comes out next to introduce a former Oscar host, whom she says she has even more respect for right about now... Billy Crystal! He gets a standing ovation.

"The producers have asked me to tell you we're running a little long, so here are the nominees for Best Picture..." he jokes.

He's there to talk about the first televised Oscars, which were hosted by Bob Hope, one of his 18 times.

Billy talks about hosting once and seeing Bob Hope in the audience and waving, despite never having met him. After the camera panned away, Hope flipped him off, Crystal says.

We see clips of Hope, projected as if he's standing at the podium. (Way to get those younger viewers, ABC!) But then through the magic of movies, Hope introduces Robert Downey Jr. and Jude Law (stars of "Sherlock Holmes"), who introduce achievement in visual effects.

Downey Jr. thinks of the tech guys as the ones who come up to you right before you have to go to the bathroom and ask to put 60 tracking dots on your face.

"Inception" wins and four guys you can look up (on the movie's page) win.

Then film editing, which goes to "The Social Network".

Angus Wall and Kirk Baxter accept, thanking David Fincher.

Jennifer Hudson introduces A.R. Rahman and Florence Welch to sing "If I Rise" from "127 Hours". Then Gwyneth Paltrow, singing "Coming Home" from "Country Strong". (It's not as fun as "Glee".)

Hudson announces the winner is Randy Newman (she's the umpteenth person to have a hard time getting the winner's name out of the tight envelope).

His speech is one of the funniest of the night.

"I'm very grateful for this and surprised," he says. "My percentages aren't great. I've been nominated twenty times, this is the second time. At the Academy lunch they have for the nominees - where they have a Randy Newman chicken by this time -- Mr. Michener said that it's not really good television to take a list out of your pocket and thank a lot of people," he says.

Then he thanks a couple of people. "I just have to thank these people -- I don't want to, I want to be good television, so badly."

"I've been on this show any number of times and I've slowed it down almost every time," he says.

Then he complains that there are only four nominated songs and five in most every other category, but says it's just as well, "It might have beat me."

We return from commercial break to Celine Dion singing "Smile" for the In Memoriam segment. Among the featured: Tony Curtis, Gloria Stuart, Leslie Nielsen, Jill Clayburgh, Dennis Hopper, Blake Edwards.

Halle Berry is out next to memorialize Lena Horne. We get a clip of her singing "Stormy Weather".

Then, Hillary Swank to introduce Kathryn Bigelow, last year's best director winner for "The Hurt Locker".

The Oscar for best directing goes to Tom Hooper, for "The King's Speech".

He acknowledges "the triangle of man-love which is Colin Firth, Geoffrey Rush and me." He thanks his parents, then says this isn't the usual mom thanks because his mom went to a reading of an unproduced play called "The King's Speech" and then told him she'd found his next movie.

"So with this tonight, I honor you. And the moral of this story is: Listen to your mum," he says.

Annette Bening introduces the previously held Governor's Awards, which honored Eli Wallach, Jean-Luc Godard, Kevin Brownlow (a film historian), Francis Ford Coppola.

Wallach, Coppola and Brownlow take the stage for their standing O. Possibly having learned their lesson with Kirk Douglas, the gentlemen aren't allowed to speak.

Jeff Bridges is out to introduce best actress. He talks directly to the women in the audience, describing their performances before the clips.

The Oscar goes to Natalie Portman for "Black Swan".

Her fianc and baby daddy helps the very pregnant winner up the stairs. She thanks her parents for giving her the opportunity to work, her friends and Luc Besson, who gave her her first job and Mike Nichols, who she calls her champion. She thanks the make-up people, her AD, the costume people, her camera operators and her family.

Anne Hathaway tries to introduce someone, but declares "flub" and tells people at home to drink. Finally, she welcomes Sandra Bullock to present best actor.

"Jeff, dude, you won this award last year, wouldn't it be nice if you gave someone else a chance, staggered it a little bit?" she says.

The Oscar goes to Colin Firth for "The King's Speech".

"I have a feeling my career's just peaked," he says. He warns the audience he's feeling stirrings of dance moves and will try to make it off stage before they take over.

He thanks his costars, the screenwriter and Tom Hooper.

He also thanks Harvey (as in Weinstein), "who first took me on 20 years ago, when I was a mere child sensation."

He thanks his wife for putting up with his "fleeting delusions of royalty." He excuses himself, saying he has some impulses he has to take care of backstage.

Steven Spielberg is out next to announce best picture. He notes the company the winner will be joining. Then points out the other nine will be joining the ranks of "Citizen Kane", "The Graduate" and "Raging Bull".

A montage from the nominees plays to Colin Firth's speech at the end of "The King's Speech".

And the winner is..."The King's Speech".

The producers show typical British reserve, thanking the relevant folk. The third guy gets cut off by the music, but it backs off to let him get an acknowledgment of the "boyhood ambition come true."

Wrapping up the show, they welcome the class from a Staten Island elementary school to sing "Over the Rainbow".

The evening's winners retake the stage as the kiddies sing and the show wraps up.

r73731


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